


Revitalization

by LizzeXX



Series: The Academic Series [5]
Category: Doctor Who, Doctor Who (2005)
Genre: Action/Adventure, Amy needs to sort herself out, Best Friends, Bonding, Canon Divergence, Canon Rewrite, Drama, Embedded Images, Friends to Lovers, Friendship, Gallifrey, Healing, Hurt/Comfort, Kata - Freeform, Keta, Keta share a brain, Marriage, Originally Posted on FanFiction.Net, Past Abuse, Past Child Abuse, Past Relationship(s), Past Torture, Recovery, Romance, Rory is an adorable puppy, The Academic Series, The Doctor loves her so much, The Last Great Time War, The Professor is in a good place, Theta/Kata, Time Travel, Weapon use, doctor who - Freeform, past trauma, series 5 rewrite, some violence, space travel, time lady - Freeform
Language: English
Status: Completed
Published: 2018-06-08
Updated: 2018-06-22
Packaged: 2019-05-17 18:32:43
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 15
Words: 133,942
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/14836995
Author URL: https://archiveofourown.org/users/LizzeXX/pseuds/LizzeXX
Summary: The Doctor and Professor have regenerated, the TARDIS is crashing, and a ginger girl's life doesn't make sense. What will the new Time Lords do? What does this mean for Amy Pond now that the Doctor is taken and Bonded to the Professor?11/OCTime Lady





	1. The Eleventh Hour

**Author's Note:**

> Hola! Welcome to the fifth story featuring my OC the Professor, the fifth in the Academic Series, a revision of Series 5! There are four stories that should be read before this one, Reunion, Recuperation, Relapse, and Rebound, in order to understand the Professor and the relationship she has with the Doctor.
> 
> ~8~ is a scene break  
> ~/~\~ is a flashback (three per story)  
> 'italics' is the Doctor/Professor speaking telepathically.
> 
> This series is based around the Doctor or Professor's POV, so scenes will be missing, any that include references to the Doctor should be thought to also speak of the Professor.
> 
> This is the 11th incarnation of the Professor, a hazel (brownish-green, with flecks of lighter green) eyed woman with strawberry blonde, wavy hair and cheekbones that are slightly pronounced when she smiles. A more detailed description of her attire will be provided near the end of this chapter, as she is still dressed in her previous incarnation's clothing which will soon be in tatters due to regeneration and a crashing TARDIS.
> 
> Disclaimer: I do not own Doctor Who...if I did there would be continuous filming and the Series would would just keep showing with no gaps spanning months in between...

The TARDIS was flying out of control over London on a crash course somewhere, the console sparking, the room in flames, and the Doctor hanging out of the doors by his hands, the sonic in his mouth, as the Professor tried to help him in.

He turned, looking back to see the top of Big Ben coming towards him.

"Pilot her!" he shouted up at the Professor, who ran back to the console, "Up! UP!"

She quickly pulled a lever and the console sparked again, but the TARDIS flew up, narrowly missing the top of the tower.

She ran back over to him, helping to pull him into the TARDIS, shutting the doors behind him as they fell against them with a sigh, wide smiles on their faces. The ship lurched and spun out of control, throwing them off the doors and to the floor, the Professor half landing on top of the Doctor, both laughing before she pushed herself up, pulling the Doctor up with her and over to the console.

~8~

The TARDIS crash landed, on her side, on top of a shed, in the backyard of a small house, the sound of splashing and glass breaking echoing into the night. The doors popped open, releasing steam and smoke from within, when a grappling hook was thrown out of it, latching on to something. A moment later the Professor pulled herself up, soaking wet, her clothes torn and half scorched, to see a young ginger girl looking up at her.

She laughed and perched herself on the side of the box, "Oi! Use your muscles!" she called down into the box.

"Not all of us went through basic training you know!" the Doctor shouted back up at her before he popped over the edge as well. He looked over, spotting the girl and smiled, "Can I have an apple? All I can think about, apples. I love apples," he looked at the Professor, "Maybe I'm having a craving. That's new, never had cravings before," he worked himself onto the side of the TARDIS, straddling it as he looked back down, "Whoa! Look at that!"

"Are you ok?" the girl asked them, Scottish if her accent was anything to go by.

He turned, putting both legs over the side to face her, "Just had a fall."

"All the way down there," the Professor nodded down to the TARDIS, "Right to the library."

"Hell of a climb back up."

"You're soaking wet," the girl frowned.

"We were in the swimming pool," the Professor defended.

"You said you were in the library."

"So was the swimming pool," the Doctor laughed.

"Are you policemen?"

"Why?" the Professor eyed her, "Did you call the policemen?"

"Did you come about the crack in my wall?"

"What cra..." the Doctor began before he fell to the ground with a twitch, "Agh!"

"Are you alright, mister?"

The Professor hopped off the TARDIS and walked over to him, to check on him.

"No, I'm fine," he knelt, "It's ok. This is all perfectly norm..." he opened his mouth and a burst of regeneration energy escaped, swirling over to the Professor who batted it away from her, her nose crinkled.

"Who are you?" the girl asked.

"We don't know yet," the Professor looked at her hands, seeing a faint orange-gold energy fade.

"We're still cooking," the Doctor nodded, "Does it scare you?"

"No, it just looks a bit weird," she shook her head.

"No, no, no. The crack in your wall. Does it scare you?"

"Yes."

He jumped up, "Well, then, no time to lose. I'm the Doctor and that's the Professor. Do everything we tell you, don't ask stupid questions, and don't wander off," he strode away with purpose…and walked right into a tree, knocking himself down to he ground.

"You alright?"

"Early days. Steering's a bit off."

The Professor walked over and held out a hand, helping him up as he wound his arm around her waist, kissing the side of her head in thanks.

~8~

The Doctor and Professor stood in the doorway of the girl's kitchen, just looking around as she eyed them.

"If you're a doctor and professor, why does your box say 'Police?'" she asked them, handing the Doctor an apple.

He took a bite of it, chewing a moment, before spitting it out, "That's disgusting. What is that?"

"An apple," the girl replied, watching as the Professor took the apple and munched on it as well, shrugging and continuing to eat it.

"Apples are rubbish. I hate apples."

"You said you loved them," the Professor teased, nudging him a bit.

"No, I love  _you_ ," he gave her a peck on her still munching mouth, making her laugh, before continuing, "But I do love yogurt too. Yogurt's my favorite," he turned to the girl, "Give me yogurt."

The girl eyed him a moment before turning and going to her refrigerator to get him some yogurt. He opened the container and poured it into his mouth before spitting that out as well.

"I hate yogurt, it's just stuff with bits in," he frowned. The Professor laughed and took the container, wiping her finger inside it and tasting the yogurt, going in for a second helping.

"You said it was your favorite," the girl glared.

"New mouth, new rules," he shrugged, wiping the back of his hand across his mouth, "It's like eating after cleaning your teeth, everything tastes wro...agh!" he twitched, ending up smacking himself in the forehead in the process. The Professor bit back a laugh, he always had the oddest reactions to regeneration. She'd been lucky, usually not getting more than a faint glow or what she liked to call 'regeneration breath.'

"What is it?" the girl frowned, "What's wrong with you?"

"Wrong with me?" he mock glared at her, rubbing where he'd smacked himself, "It's not my fault. Why can't you give me decent food? You're Scottish, fry something."

This time the Professor did laugh as she walked over to him and tugged his head down a bit, giving him a soft kiss on his forehead where he'd hit himself, making him beam as she pulled away.

~8~

The girl stood at the stove, frying up some bacon for the Doctor, as he and the Professor used some towels to dry their hair.

"Ah!" he grinned, "Bacon!" he moved to sit at the table as the girl set a plate of bacon before him. She watched as the Professor picked up a bit and ate it, both of them watching the Doctor try some and spit it out with a grimace, "Bacon?  _That's_  bacon?" he leaned forward, eyeing the girl, "Are you trying to poison me?"

~8~

The girl stood at the stove again, cooking some baked beans as the Doctor watched, "Ah, you see, beans!" he grinned, moving to sit at the table once more, taking a forkful of beans...and spitting them into the sink behind him, the Professor moving to take his spot at the table, eating some of the beans herself.

"Beans are evil," the Doctor muttered, "Bad, bad beans."

~8~

The girl spread some butter on a slice of bread as the Doctor and Professor sat across from her, "Bread and butter," he sighed, "Now you're talking."

~8~

The door opened and the Doctor threw the plate of bread and butter outside, but not before the Professor managed to snag a small piece off it. There was a crash and a cat meowed loudly in the distance.

"And stay out!" the Doctor shouted before closing the door behind him.

~8~

The girl stood before the refrigerator, looking in, as the Doctor paced, "We've got some carrots…" she told him.

"Carrots?" he grimaced, "Are you insane?"

The Professor laughed, "I know just what you need," she walked over, pulling out…

"Fish fingers and custard…" she grinned.

The Doctor eyed her before shrugging.

~8~

The Doctor sat at the table across from the girl, the Professor beside him, as he dipped a fish finger into a bowl of custard and took a bite, he'd gotten through half of them already. The Professor just grimaced. She had tried one of the first sticks, only to crinkle her nose and blanch at it. Ironically she couldn't seem to stomach it despite the fact she'd eaten everything else he'd tried, so she was eating some chocolate ice cream like the girl was eating vanilla. The Doctor lifted the bowl and started to drink the custard, leaving him with a custard mustache which he wiped away with the back of his hand.

"Funny," the girl laughed.

"Am I?" he smiled, "Good. Funny's good. What's your name?"

"Amelia Pond."

"Ah, that's a brilliant name. Amelia Pond, like a name in a fairy tale. Are we in Scotland, Amelia?"

"No," the Professor said.

Amelia nodded, "We had to move to England. It's rubbish."

"So what about your mum and dad, then?" he asked, "Are they upstairs? Thought we'd have woken them by now."

"I don't have a mum and dad. Just an aunt."

"I don't even have an aunt," the Professor muttered, both her parents had been only children.

"You're lucky."

"You'd think," she sighed. She'd always wanted a large family. Perhaps that was why she'd fit in so well with the Doctor's whenever they would visit his home. He looked over at her, catching her thoughts, and smiled, she'd fit in with his family from the moment she met them all.

~/~\~

_The door to his bedroom creaked as he opened it a crack, peeking out into the hall beyond. He spotted the door to the guest room open a sliver as well. He grinned and quickly flashed a light twice, giving the ok, and jumped back into his bed. A few moments later, the door creaked softly as a girl with blond hair, holding a yellow teddy bear, snuck in. He scooted over in his bed and pulled down the covers. She smiled and rushed over, hopping in beside him as she cuddled to him, the bear between them. He laughed, but couldn't stop smiling, she always kept the bear he'd given her with her at nights._

_"So," he whispered, "You alright?"_

_She smiled, squirming a bit so she could look up at him, "I'm fantastic!" she giggled, "Thank you for inviting me to your home for the holiday."_

_He winked at her, of course he'd invited her. She always refused to go to her own home during the holidays and he felt very bad about leaving her at the Academy alone. He'd managed to get her invited to a number of his friends homes along with him over the years or stayed with her at the Academy, but this was the first time she was coming to his house. His parents had practically ordered him to bring her to visit. According to them, he talked about her so often in his letters that they were very keen to meet the little girl he'd befriended._

_"My parents were really excited to meet you," he told her, so were his siblings but it was more so because they always saw him wandering the halls of the Academy with her but she never was very comfortable talking with so many others around. It hadn't really helped her shyness that his ENTIRE family had joined them for the holiday, he had one of the larger ones on the whole planet. Since their people lived so long, there weren't a lot of children, he had one of the highest number of siblings in all the families he'd ever met, four. At least now they had all gotten the chance to meet her properly._

_Her smile faded slightly, her eyes growing worried._

_He frowned, "What is it?"_

_"Do…do you think they liked me?" she asked, so softly he nearly had to strain his ears to hear her despite the fact she was right next to him. He knew she was worried that his parents would dislike her for some reason and not want her to visit again, or worse, forbid him from spending more time with her._

_He actually laughed quite loudly, before recalling he was supposed to be sleeping, and quieting down, "I think they loved you," he told her reassuringly._

_"Really?" she breathed, her eyes wide._

_He nodded, grinning, "Seriously. I think they may try to adopt you they like you that much."_

_She laughed a bit, "It would be nice though," she sighed, "To be a part of your family. I rather like them too," she shook her head and looked at him, "What do you think? Wouldn't it be nice?"_

_"Well, it would depend," he began._

_She looked startled, "On what?"_

_"Who you'd be in my family."_

_"I don't understand."_

_"Well…" there was a faint pink tint to his cheeks that she could see even in the dark of his room, "I DO want you to be a part of my family but…" he shook his head, "I don't think I'd want you to be my sister though."_

_She was quiet for a moment and he looked at her, "You…wouldn't?"_

_He tilted his head a moment. He expected her to be a bit more worried and assume he meant he didn't want her in the family at all. But, the expression on her face, it seemed almost hopeful that he didn't want her as his sister for a reason he didn't know._

_He shook himself out of his thoughts, "I think…I think I'd like to Bond to you one day."_

_She gasped and actually sat up in his bed, staring down at him with wide eyes, the bear clutched to her, "B…Bond?" she breathed, "To me?" she shook her head and he could almost see tears in her eyes, "Why?"_

_He sat up as well, a small frown on his face. He knew what she was thinking, she was wondering why he wanted to Bond to HER. She always felt like she wasn't good enough for anything. It was why she worked so hard in classes, why she tried to follow the rules (though less so now that she knew him), why she always tried to do better, push herself._

_"Because you're special," he told her, "And you're brilliant. I care about you a lot and we always have so much fun together. You make me happy, you make me laugh, and you're always there for me just like we promised. You…you make me a better person. And…I trust you. More than anyone in the world."_

_She blinked, staring at him for a long while before she swallowed, "Are you sure?"_

_He smiled, reaching out to put his hand on her right heart, her doing the same to him, before they clasped their hands, "I," he squeezed her hand, taking a breath, "Theta," she let out a little gasp, "Promise, one day, I'll Bond to you."_

_She squeezed his hand back, "And I," she swallowed again, "Kata," he beamed at her, it was a beautiful name that just fit her so well, "Promise, one day, I'll Bond to you too."_

_"Brilliant," he grinned widely, his cheeks actually hurting he was smiling that widely. His hearts were racing and he couldn't help but feel giddy at the thought of what they'd promised. It didn't even matter that he was only 50, or that she was 48, or that anything could happen before they were ready to Bond, he could tell, he just knew, one day, he WOULD Bond to her._

~/~\~

He smiled at the memory. He hadn't realized it at the time, but his parents had actually been right outside the door, having heard the creaking and gone to investigate. He'd found out when he'd gone to them to inform them of his separation from Mayra before he left. They'd merely said that they knew his Union with her wouldn't last, especially when he'd promised to Bond to the Professor when he was just a child. He'd been shocked that they knew, even more startled to find out that they weren't even a little bit cross that he'd told someone his name. But they had explained that they'd seen it in his eyes at the time, even then, they saw the love he had for her growing. They saw it in how he acted around her, how he treated her like she was the most precious thing he'd ever known, how he smiled and looked at her, and how his attention never once strayed to anything else when she was in the room. They knew then what he hadn't, that he loved her more than anything, and they could not fault him for making such a promise when they knew he'd see it through in the end.

He felt a hand on his cheek, turning his head, and looked right into the new eyes of the Professor as she smiled softly at him, her eyes shining with happiness having seen the memory and heard his thoughts. Her thumb stroked his cheek before she leaned in and kissed him deeply. He felt his hearts racing as they always did with her and returned the kiss with as much love as he could...which unfortunately made them both start to smile, unable to stop, which forced them to pull away, unable to continue they were smiling so much.

She gave a little laugh, resting her forehead on his as he closed his eyes, just enjoying her nearness, how open and affectionate this new her seemed to be, before he remembered the little ginger girl sitting across from them. He glanced over to see her looking off to the side, her eyes up, trying to ignore them, and chuckled to himself, pulling back, his hand taking the Professor's as he turned back to Amelia, "So, your aunt," he continued, clearing his throat, absolutely sure his cheeks were pink by now, "Where is she?"

"She's out," Amelia replied.

"And she left you all alone?" the Professor looked at her, surprised.

"I'm not scared."

"Course you're not," the Doctor agreed, "You're not scared of anything! Box falls out of the sky, man and woman fall out of box, woman eats everything…"

"Hate you," the Professor muttered, though he could tell she was joking.

"No you don't," he grinned at her, squeezing her hand, before continuing to speak to Amelia, "Man eats fish custard, and look at you, just sitting there. So you know what we think?"

"What?"

"Must be a hell of a scary crack in your wall."

~8~

The Professor quickly entered Amelia's room and half ran over to the wall she had mentioned, looking at the crack closely as the Doctor stood by the doorway for a moment before joining her, "You've had some cowboys in here," he mumbled, "Not actual cowboys, though that _can_  happen."

"I used to hate apples," Amelia murmured as she stood in the doorway, holding an apple, "So my mum put faces on them," she walked over to the Doctor and handed him an apple with a smiley face carved in it, the Professor glancing over before focusing on the wall once more, tracing it with her finger.

"She sounds good, your mum," he tossed the apple and caught it, "I'll keep it for later," he put it in his pocket and moved back over to the Professor.

"This wall is solid," the Professor told him as she rested a hand on the wall, tracing the crack back, "And the crack doesn't go all the way through it."

"So here's the thing," he caught on, "Where's the draft coming from?" he ran the sonic across it, checking the readings, "Wibbly wobbly, timey wimey. You know what the crack is?"

"What?" Amelia asked.

"It's a crack," the Professor told her, "If you knocked this wall down, the crack would stay put, because the crack isn't in the wall."

"Where is it, then?"

"Everywhere," the Doctor said.

"In everything," the Professor nodded.

"It's a split in the skin of the world."

"Two parts of space and time that should never have touched, pressed together."

"Right here in the wall of your bedroom…" he pressed his ear to the wall.

"Do you two do that a lot?" Amelia eyed them curiously.

They exchanged a look and smiled, "Sorry," they said before pressing their ears to the wall once more.

"Sometimes, can you hear…" the Doctor frowned.

"A voice?" Amelia asked, "Yes."

The Doctor and Professor frowned, hearing the voice. The Doctor walked over to a glass of water on Amelia's nightstand and jerked, pouring it out and looked down at the now empty cup, a bit curious as to how it was now empty, before walking back over to the Professor. He leaned against the wall, pressing the cup to it and listening.

"Prisoner Zero has escaped," a voice on the other side said.

"Prisoner Zero?" he frowned.

"Prisoner Zero has escaped," Amelia nodded, "That's what I heard. What does it mean?"

"Prisoner Zero has escaped…" the voice repeated.

The Doctor stepped back and looked at the Professor. "It means that, on the other side of this wall, there's a prison," the Professor told her, "And that they've lost a prisoner."

"Do you know what  _that_  means?" he looked at the girl.

"What?" she frowned.

"You need a better wall," he turned to move the desk out of the way, the Professor taking the sonic from his pocket and starting to set it.

"The only way to close the breach is to open it all the way," she mumbled, setting it, "The forces will invert and it'll snap itself shut…"

"Or..." the Doctor hesitated, glancing at Amelia.

"What?" Amelia asked.

"You know when grownups tell you everything's going to be fine and you think they're probably lying to make you feel better?"

"Yes."

"Everything's going to be fine," he held out a hand to Amelia who grasped it as the Professor flashed the crack. It opened wide, a bright light shining through it.

"Prisoner Zero has escaped."

The Professor stepped closer to look in, vaguely seeing bars through the light.

"Prisoner Zero has escaped."

"Hello?" the Doctor called, "Hello?"

A giant, blue eye peered through the crack at them.

"What's that?" Amelia gasped.

A small ball of light shot out from the crack and struck the Doctor, making him fall back as the crack sealed completely.

"There," the Professor smiled and looked back, flipping the sonic in her hand, "You see, told you it would close."

He grinned up at her, "Knew you'd be right," he nodded at the wall, "Good as new."

"What was that thing?" Amelia asked, "Was that Prisoner Zero?"

"No. I think that was Prisoner Zero's guard."

"It was a member of the Atraxi," the Professor added, walking over.

He nodded, "It sent me a message," he pulled the psychic paper out of his pocket, "Psychic paper, takes a lovely little message," he frowned, reading it, "'Prisoner Zero has escaped.' But why tell us?"

"Unless..." the Professor looked around as the Doctor stood.

"Unless what?" Amelia frowned.

"Unless Prisoner Zero escaped through here. But he couldn't have. We would know."

The Doctor ran out of the room and into a small hall, looking around, confused, "It's difficult. Brand new us, nothing works yet. But there's something we're missing…in the corner...of our eye…" he slowly started to turn to face a door at the end of the hall, the Professor noticing it as well.

Just as they moved to head towards it, a grinding noise echoed along with a warning bell.

"No, no, no, no, no, no!" he shouted as he and the Professor took off down the stairs, Amelia following.

They ran straight outside and towards the TARDIS, "We've got to get back in there," the Professor told him quickly, "The engines are phasing, it's going to burn!"

"But...it's just a box!" Amelia shouted, "How can a box have engines?"

The Doctor freed the grappling hook and gathered the rope as the Professor pulled herself onto the ledge, taking the rope from him, "It's not a box," he told her, "It's a time machine."

"What, a real one? You've got a real time machine?"

"Not for much longer if we can't get her stabilized," the Professor looped the rope through the door handles.

"Five minute hop into the future should do it," the Doctor nodded.

"Can I come?" Amelia stepped up.

"Not safe in here, not yet. Five minutes. Give us five minutes, we'll be right back," he moved to hop on by the Professor.

"People always say that," Amelia breathed, sullen.

He glanced at the Professor who nodded, jumping down into the box to try and give him a few moments as he turned and hopped over by Amelia, "Am I people? Do I even look like people? Trust me, I'm the Doctor."

Amelia smiled at him.

"Doctor!" the Professor shouted from within, "I can't keep her locked her much longer!"

He turned and scrambled back up the box, "Geronimo!" he shouted, jumping down. The doors slammed shut behind him and the TARDIS disappeared.

~8~

The TARDIS materialized in Amelia's garden once more, but this time right side up. The doors opened and the Doctor ran out, smoke billowing behind him, the Professor running out a moment after him with a fire extinguisher.

He looked at her but she just motioned him away, "Go! I've got this!"

He nodded and ran to the house, "Amelia! Amelia! We worked out what it was. We know what we were missing! You've got to get out of there!" he flashed the sonic and ran into the house, the Professor still trying to extinguish a few flames.

"Amelia?" he ran up the stairs, "Amelia, are you alright? Are you there?" he ran straight for the door at the end of the hall, trying to open it with the sonic, but, like the front door, it was being difficult, "Prisoner Zero is here. Prisoner Zero is here! Prisoner Zero is here! Do you understand me? Prisoner Zero is..." there was a creak behind him and he turned, only to get slammed across the face by a cricket bat.

~8~

The Professor whirled around and looked at the second floor windows of the house, the doors to the TARDIS slamming shut behind her, pushing her to the ground.

She rolled onto her back and glared at the door, "That was rude," she told the box.

~8~

The Doctor slowly came around to find himself sitting on the floor by a radiator, a woman in a short skirt and police garb across from him.

"White male, mid-20s, breaking and entering," the woman said into her radio, "Send me some backup, I've got him restrained," she turned to him, "Oi, you! Sit still."

He groaned, "Cricket bat. I'm getting cricket bat."

"You were breaking and entering."

He tried to stand, only to find himself handcuffed to the radiator, "Well, that's much better. Brand new me, whack on the head. Just what it needed."

"Do you want to shut up now? I've got backup on the way!"

"Hang on, no, wait…you're a policewoman."

"And you're breaking and entering. You see how this works?"

"But what are you doing here? Where's Amelia?"

"Amelia Pond?"

"Yeah. Little Scottish girl. Where is she? I promised her five minutes but the engines were phasing. I suppose we must have gone a bit far. Has something happened to her?"

"Amelia Pond hasn't lived here in a long time."

"How long?"

"Six months."

"No, no, no! We can't be six months late! I said five minutes. I promised," the officer walked away, "What happened to her? What happened to Amelia Pond?"

She simply lifted the radio, "Sarge, it's me again. Hurry it up, this guy knows something about Amelia Pond."

~8~

The Professor got up and looked around, scanning the yard when her gaze landed on the shed…the one they had destroyed last time they arrived…standing upright again. She frowned and walked towards it.

~8~

"I need to speak to whoever lives in this house now," the Doctor spoke up to the officer.

"I live here," she replied.

"But you're the police."

"Yes, and this is where I live. You got a problem with that?"

"How many rooms?"

"I'm sorry, what?"

"On this floor. How many rooms on this floor? Count them for me now."

"Why?"

"Because it will change your life."

"Five," she pointed to each, "One, two, three, four, five."

"Six."

"Six?"

"Look."

"Look where?"

"Exactly where you don't want to look. Where you never want to look, the corner of your eye. Look behind you."

The officer frowned but slowly turned to look at the door at the end of the hall, "That's...that is not possible. How's that possible?"

"There's a perception filter round the door. Sensed it the last time we were here. Should've seen it."

"But that's a whole room. That's a whole room I've never even noticed."

"The filter stops you. Something came a while ago to hide. It's still hiding. You need to uncuff me now!"

She ignored him, slowly walking towards the door, "I don't have the key. I lost it."

"How can you have lost it? Stay away from that door!" she just kept walking, "Do not touch that door!" she grabbed the knob, "Listen to me! Do not open that..." and turned it, "Why does no one  _ever_  listen to me? Do I just have a face that nobody listens to?" and walked into the room, "Again..." he frantically searched his pockets, "My screwdriver, where is it?"

~8~

The Professor frowned, reaching out to touch the shed, her eyes widening.

~8~

"Silver thing, blue at the end," the Doctor called, "Where did it go?"

"There's nothing here," the officer replied from inside the room.

"Whatever's there stopped you seeing the whole room. What makes you think you could see it? Now, please, just get out!"

"Silver, blue at the end?"

"My screwdriver, yeah."

"It's here."

"Must have rolled under the door."

"Yeah. Must have. And then it must have jumped up on the table..."

"Get out of there! Get out of there! Get out! Get out of there!" he stretched as far as he could with the handcuffs, trying to reach for her, "What is it? What are you doing?"

"There's nothing here, but..."

"Corner of your eye."

"What is it?"

"Don't try to see it. If it knows you've seen it, it will kill you. Don't look at it. Do  _not_ look…"

She screamed.

~8~

The Professor looked back at the house, hearing someone scream, and ran towards it, the Doctor had left the door unlocked.

"Get out!" she heard him shout as a woman in a police uniform ran past the upstairs landing, "Give me that!" she ran up the stairs as the Doctor grabbed the sonic from the woman and flashed the door locked before turning to his handcuffs, "What's the bad alien done to you?" he looked at the sonic.

"Doctor!" the Professor ran over, grabbing the sonic from him and trying to set it.

The officer's eyes widened, seeing her there, but a bang on the door pulled her focus, "Will that door hold it?"

"Oh, yes, course!" the Professor muttered sarcastically, having mentally gathered quite a bit about the creature from the Doctor as she worked, "It's an interdimensional multiform from outer space, they're all terrified of wood."

"What's that?" she gasped as a bright light flashed under the doorframe, "What's it doing?"

The Professor tried to clean off the sonic.

"I don't know, getting dressed?" the Doctor rolled his eyes, "Run. Just go. Your backup's coming, we'll be fine. Seriously, I've got the Professor, she's not someone to mess with."

"Aw, thanks love," she smiled at him, giving him a little peck before she managed to get the sonic working, though it was feebly lighting up.

"There is no backup," the officer told him.

He looked up, surprised, "I heard you on the radio, you called for backup."

"I was pretending. It's a pretend radio."

"You're a policewoman."

"I'm a kiss-o-gram!" she pulled the bowler hat off her head and long ginger hair fell down.

The door to the room at the end slammed open and a man in a blue work uniform and a dog stepped through.

"But it's just..." she breathed.

"No, it isn't," the Professor cut in, trying to get the cuffs unlocked, she  _really_  wanted to grab her blaster, but the sonic was malfunctioning badly and she would need two hands to work on it, "Look at the faces."

The man growled and barked while the dog remained impassive.

"What? I'm sorry, but what?"

"It's all one creature," the Professor explained, "One creature disguised as two."

"Clever old multiform," the Doctor kept his eye on it as the man and dog looked at them, "A bit of a rush job, though. Got the voice a bit muddled, did you? Mind you, where did you get the pattern from? You'd need a psychic link, a live feed. How did you fix that?"

It snarled, starting to advance, its mouths opening to reveal sharp teeth.

"Stay!" the Professor ordered firmly, an edge to her voice, and it halted.

"Brilliant," the Doctor smiled at her. She flashed him one of her own before focusing on the sonic again as he turned to the creature, "Her and us," he nodded at the ginger, "We're safe. Want to know why? She sent for backup."

"I didn't send for backup!" the woman hissed.

"I know, that was a clever lie to save our lives," he turned back to the creature, "Ok, yeah, NO backup! And  _that's_  why we're safe. Alone, we're not a threat to you. If we HAD backup, then you'd have to kill us!"

"Attention, Prisoner Zero," a voice shouted from outside, "The human residence is surrounded. Attention Prisoner Zero. The human residence is surrounded."

"What's that?" the woman turned to them.

"That would be backup," the Professor muttered.

"Ok, one more time," the Doctor turned to the creature, "We  _do_  have backup and that's definitely why we're safe."

"Prisoner Zero will vacate the human residence or the human residence will be incinerated."

"Well, safe apart from, you know, incineration."

The creature turned into one of the other rooms as the voice repeated its warning.

The Professor twisted the sonic harshly and it buzzed to life, she quickly flashed it on the cuffs, unlocking them, "Run," she ordered, pulling the Doctor up and pushing the woman towards the stairs, "Run!" they ran down them quickly when she glanced at the Doctor, "You know, you should have automatically ducked first."

"Oh, and why's that?" he asked, heading for the door.

"Statistically anyone sneaking up behind you is aiming a blow to the head. Ducking or swinging your leg out gives you an advantage of disarming them quickly and in surprise."

He just laughed and shook his head. While she was stating a fact of combat, she sounded more like she was commenting on the weather, so, clearly, this version of her wasn't militaristic, though did have a solid grounds for self-defense. She probably wouldn't go attacking people or pulling her blaster as she seemed prone to do before. Which was good…because the little shiver he'd just gotten, imagining her previous incarnation holding the blaster, was far too pleasant for him to admit.

"Kiss-o-gram?" he looked at the ginger girl as they ran outside.

"Yes!" she shouted.

"Why'd you pretend to be a policewoman?"

"You broke into my house! It was this or a French maid! What's going on? Tell me! Tell me!"

"An alien convict is hiding in your spare room disguised as a man and a dog," the Professor explained quickly as they reached the TARDIS, "And some other aliens are about to incinerate your house. Any questions?"

"Yes!"

"Me too," the Doctor agreed, trying to unlock the TARDIS, "No, no, don't do that, not now! It's still rebuilding, not letting us in!"

"Prisoner Zero will vacate the human residence or the human residence will be incinerated."

There was a barking and the girl noticed the man and dog in the second floor window, watching them, "Come on!" she grabbed the Doctor's arm and tried to pull him off.

The Professor, though, grabbed his other arm and pulled him back to the shed, "No, wait the shed!" she tugged him over to it, "We destroyed that shed last time we were here, smashed it to pieces..."

"So there's a new one," the woman shrugged, "Let's go."

"But the new one's got old," the Doctor realized, the same thing as the Professor, "It's ten years old at least…" he sniffed the wood and rubbed his finger on it moving to taste it when the Professor grabbed his wrist to stop him.

"12 years," she nodded.

"We're not six months late," he breathed, "We're 12 years late!"

"He's coming…" the woman tried to deflect as they turned to her.

"You said six months," he accused, "Why did you say six months?"

"We've got to go."

"This matters. This is important. Why did you say six months?"

"Why did you say five minutes?" she shouted, hurt, a Scottish accent bleeding in over the British one she'd been using.

"What?" he gaped.

"Come on."

"What?"

"Doctor, later," the Professor grabbed his arm and tugged him after Amelia as she led them off.

"What?"

"Prisoner Zero will vacate the human residence or the human residence will be incinerated."

They ran out of the back garden, past the creature as he appeared in the doorway.

~8~

Amelia led them down a village road, away from her house, when the Doctor stopped and faced her, "You're Amelia?"

She just kept walking, "You're late."

"Amelia Pond, you're the little girl?"

"I'm Amelia and you're late."

"What happened?" the Professor frowned.

"12 years."

"You hit me with a cricket bat," the Doctor pointed out.

"12 years."

"A  _cricket bat_."

"12  _years_  and  _four_ psychiatrists."

"Four?" the Professor asked, just slightly amused.

"I kept biting them."

"Good for you!" she laughed.

"Why?" the Doctor frowned, confused.

Amelia glanced at them, "They said you weren't real."

"Prisoner Zero will vacate the human residence or the human residence will be incinerated," the voice spoke over the speakers of a nearby ice cream van.

"No, no, no, come on…what? We're being staked out by an ice cream van?"

The Doctor headed over with the Professor, "What's that?" he asked the vendor, "Why are you playing that?"

"It's supposed to be Claire De Lune," the man shrugged.

The Doctor picked up the small radio player sitting there and listened, "Prisoner Zero will vacate the human residence or the human residence will be incinerated. Repeat, Prisoner Zero will vacate the human residence or the human residence will be incinerated," repeating over and over.

He stepped away when the Professor put an hand on his arm, nodding at a jogger with an MP3 player, the same message on her speakers as well as another woman on her mobile, anything with a speaker really.

"What's happening?" Amelia asked.

The Doctor just turned and leapt over a low, white fence into a pretty front garden with the Professor, Amelia running around to the front. They ran into the house of an old woman standing before her television, flipping through the channels only to see the eye from the crack on each of them.

"Hello!" the Doctor shouted, "Sorry to burst in, we're doing a special on television faults in this area…" he glanced at Amelia's costume, "Also, crimes. Let's have a look," he took the remote from her.

"I was just about to phone," the woman smiled, "It's on every channel," and then she noticed Amelia, "Hello, Amy, dear. Are you a policewoman now?"

"Well, sometimes," Amelia nodded.

"I thought you were a nurse."

"I can be a nurse."

"Or, actually, a nun."

"I dabble."

"Amy, who are your friends?"

"Who's Amy?" the Doctor looked at her, "You were Amelia."

"Yeah, now I'm Amy," Amy replied.

"Amelia Pond, that was a great name."

"Bit fairy tale."

"I know you two, don't I?" the woman looked at them, "I've seen you somewhere before."

"Not us," he shook his head, "Brand new faces..." he grimaced widely to show her his face, "First time on," he turned to Amy, "And what sort of job's a kiss-o-gram?"

"I go to parties and I kiss people," she cleared her throat, "With outfits. It's a laugh."

"You were a little girl five minutes ago," the Professor frowned at her.

"You're worse than my aunt."

"She's the Professor and I'm the Doctor, we're worse than everybody's aunt," he looked back at the old woman, "And that is not how we're introducing ourselves," he turned and picked up a radio, sonicing it to play the same message from the Atraxi but in every language, "Ok, so it's everywhere, in every language. They're broadcasting to the whole world."

The Professor ran to the window and looked out, up at the sky, that was never a good sign.

"What's up there?" Amy asked, "What are you looking for?"

She pulled herself back in and nodded at the Doctor.

"Ok," he sighed, "Planet this size, two poles, your basic molten core..."

"They're going to need a 40 percent fission blast," the Professor nodded as a young man entered.

The Doctor walked up to him, "But they'll have to power up first, won't they?"

"So assuming a medium sized starship…that's 20 minutes."

"What do you think?" he asked the man.

"20 minutes?" the Professor asked him as well.

"Yeah, 20 minutes," the Doctor nodded, "We've got 20 minutes."

Amy looked over at the woman and her friend who were eyeing the two oddly, "Yeah, apparently they do this a lot," she cleared her throat to get the aliens attention, "20 minutes to what?"

"Are you the Doctor and the Professor?" the man asked them.

"They are, aren't they?" the old woman cheered, "He's the Doctor! The Raggedy Doctor. And she's the Tattery Professor! All those cartoons you did when you were little. The Raggedy Doctor and Tattery Professor, it's them!"

"I know," Amy whispered.

The Doctor looked at her, bemused, sitting down on the sofa, "Cartoons?"

"Gran, it's them, isn't it?" the man turned to his grandmother, "It's really them!"

"Jeff, shut up!" Amy snapped and turned back to the Doctor and Professor, "20 minutes to what?"

"The human residence," the Professor told her, "They're not just talking about your house Amy, they're talking about the whole planet."

The Doctor nodded, "Somewhere up there, there's a spaceship and it's going to incinerate the planet. 20 minutes to the end of the world."

~8~

A young boy ran down a village road with a toy helicopter as the Doctor, Professor, and Amy walked quickly in the opposite direction.

"What is this place?" the Doctor asked, "Where are we?"

"Leadworth," Amy and the Professor said at once.

"Where's the rest of it?"

"This is it," Amy shrugged.

"Is there an airport?"

"No."

"A nuclear power station?"

"No."

"Even a little one?"

"No."

"Nearest city?"

"Gloucester, half an hour by car."

"We don't have half an hour."

The Professor smiled, "Do we even have a car?"

"No," Amy replied.

"Well, that's good!" the Doctor grumbled, "Fantastic, that is. 20 minutes to save the world and we've got a post office. And it's shut! WHAT is  _that_?"

"It's a duck pond," Amy ran off, following the two towards the small pond.

"Why aren't there any ducks?"

"I don't know. There's never any ducks."

"Then how do you know it's a duck pond?"

"It just is. Is it important, the duck pond?"

"I don't know," he groaned, having another tremor, "Why would I know? You want someone who knows ask the Professor!" he sat on the ground heavily, clutching his chest as the Professor knelt beside him. He looked at her, taking her hand as she placed it on his chest, "I'm not ready, I'm not done yet."

The sky darkened and they looked up.

"What's happening?" Amy gasped, "Why's it going dark?" the sun reappeared, grey and flickering, before turning somewhat normal, "So what's wrong with the sun?"

"Nothing," the Professor told her, not bothering to look up as she focused on the Doctor, rubbing his chest lightly, "You're looking at it through a force field. They've sealed off your upper atmosphere, now they're getting ready to burn the planet," she reached out and helped the Doctor to his feet.

He scoffed, looking at the villagers on the green, taking photos of the sun, "Oh, and here they come, the human race. The end comes, as it was always going to, down a video phone!"

"This isn't real, is it?" Amy frowned, "This is some kind of big windup."

"Why would we wind you up?"

"You told me you had a time machine."

"And you believed us."

"Then I grew up."

He groaned, "Oh, you never want to do that. No, hang on, shut up, wait!" he spun to the Professor, "We missed it!" he smacked his forehead, "You were watching me but I saw it and I missed it!" he smacked himself again before grabbing the Professor's shoulders, looking at her intently, "What did I see?"

She frowned, looking into his eyes, sifting through his memories, trying to spot what he needed her to see…and then she saw it. The one person, a man in a nurse's garb, taking a photo of Prisoner Zero, the man and his dog, not at all focused on the sun.

"20 minutes," he smiled, seeing the exact memory playing in her mind, knowing she would spot it with her brilliant eyes which were really quite beautiful, they reminded him of a forest after a rainstorm and...he shook his head quickly, now was not the time, "We can do it. 20 minutes, the planet burns," he turned to Amy, "Run to your loved ones and say goodbye or stay and help us."

"No," Amy said.

"Sorry?"

"No!" she grabbed him by his tie and pulled him away.

"Amy! No! No! What are you doing?" she pushed him against a car just as the driver stepped out and slammed the door on his tie, grabbing the lock off the man and locking the car, trapping him, "Are you out of your mind?"

"Who are you?" Amy demanded as the Professor ran over.

"You know who we are," the Professor told her.

"No, really, who are you?"

"Look at the sky!" the Doctor shouted, "End of the world, 20 minutes."

"Better talk quickly, then!"

"Amy, I am going to need my car back…" the owner of the car said to her.

"Yes, in a bit. Now go and have coffee."

"Right, yes," the driver walked off.

The Professor quickly dug in the Doctors pocket and tossed Amy the apple, "Catch."

Amy looked at it, seeing the smiley face etched into it.

"She's the Professor, I'm the Doctor," the Doctor began, "We're time travelers. Everything we told you 12 years ago is true. We're real. What's happening in the sky is real, and if you don't let me go now, everything you've ever known is over."

"I don't believe you…"

The Doctor grabbed her wrist, "Just 20 minutes. Just believe us for 20 minutes. Look at it. Fresh as the day you gave it to me. And you  _know_  it's the same one…" she looked at him.

"Amy," the Professor cut in, "Believe for 20 minutes."

Amy hesitated a moment, before unlocking the car, "What do we do?"

"Stop that nurse!" he shouted, running across the green with the Professor and taking the phone from the male nurse, "The sun's going out and you're photographing a man and a dog. Why?"

"Amy?" the man turned to her as she ran up.

"Hi!" she smiled, "Oh, this is Rory, he's a...friend."

"Boyfriend," Rory corrected.

"Kind of boyfriend."

"Amy!"

"Man and dog, why?" the Doctor tried again.

"Oh, my God, it's them!" Rory's eyes widened.

"Just answer his question, please," Amy turned to him.

"It's them, though. The Doctor. The Raggedy Doctor. And the Tattery Professor..."

"Yeah, he came back. They both did."

"But they were a story. They were a game."

"Man and dog," the Doctor grabbed Rory by his shirt, finally understanding the Professor's frustration in Pompeii, "Why? Tell us now!"

"Sorry," Rory swallowed, "Because he can't be there. Because he's…"

"In a hospital, in a coma," Rory said, at the same time as the Doctor and Professor.

"Yeah…" he eyed them.

"Knew it," the Doctor nodded, "Multiform, you see?" he let go of Rory's shirt.

"Disguises itself as anything, but it needs a live feed, a psychic link with a living but dormant mind," the Professor agreed.

There was a snarl and snap behind them and the Doctor turned around to see the man and dog standing there, "Prisoner Zero," he greeted as the Professor and him stepped forward, though he kept a grip on the Professor's arm to keep her from going for the blaster still attached to her waist.

"What, there's a Prisoner Zero too?" Rory gaped.

"Yes," Amy nodded.

There was an electrical buzz above them as a spaceship flew over the green, an eye sticking out of it as it swiveled back and forth.

"See, that ship up there is scanning this area for non-terrestrial technology," the Doctor slipped the sonic from his pocket, "And nothing says non-terrestrial like a sonic screwdriver," he held it up above his head and turned it on. There was chaos as streetlights shattered, car alarms went off, sirens wailed, and everyone began screaming, "I think someone's going to notice, don't you?"

"Don't use it at full power," the Professor warned him, recalling the difficulty she'd had getting it to work in Amy's house.

"Why?" he frowned at her as Zero barked.

"You're gonna blow a fuse."

"It'll be fine," he smiled, lowering the sonic to aim it at a phone box which exploded…

And then the sonic followed suit, sparking and fizzling out in his hand.

He dropped it and crouched down, "No, no, no, don't  _do_  that!"

"I did warn you," the Professor sighed as the ship drifted away. She couldn't risk firing a shot into the air with her blaster lest the Atraxi see it as an attack on them and incinerate the Earth automatically.

"Look, it's going," Rory frowned.

"No, come back, he's here!" the Doctor jumped up, trying to get the ship's attention, "Come back! He's here, Prisoner Zero is here. Come back, he's here! Prisoner Zero is..."

Zero turned into a mist and escaped down a drain below him.

"Doctor!" Amy gasped, "The drain. It just sort of melted and went down the drain."

"Well, of course it did."

"What do we do now?"

"It's hiding in human form," the Professor took charge, "We need to drive it into the open."

The Doctor nodded, "No TARDIS, no screwdriver, 17 minutes. Come on, think. Think!"

Amy glanced at the drain, "So that thing…THAT hid in my house for 12 years?"

"Multiforms can live for millennia," the Professor explained, "12 years is nothing."

"So how come you show up again on the same day that lot do? The same minute?"

"They were looking for him, but followed us. They saw us through the crack and got a fix. They're only late because we are."

"What's she on about?" Rory frowned.

"Now, sport, give me your phone," the Doctor held out his hand to Rory.

Rory just shook his head, confused, "How can they be real? They were never real."

"Phone, now, give me!"

"They were just a game," Rory tossed him the phone, "We were kids. You made me dress up as him so you could be her!"

"These are all coma patients?" the Doctor asked as he went through the photos on Rory's phone, the Professor looking over his shoulder.

"Yeah."

"No," the Professor shook her head, smiling, "They're all the multiform. Eight comas, eight disguises for Prisoner Zero."

"He had a dog, though," Amy frowned, "There's a dog in a coma?"

"The coma patient dreams he's walking a dog, Prisoner Zero gets a dog," the Doctor mumbled, "Laptop! Your friend, what was his name? Not him, the good looking one."

"Thanks," Rory rolled his eyes.

"Jeff," Amy answered.

"Oh,  _thanks_."

"He had a laptop in his bag, a laptop. Big bag, big laptop, we need Jeff's laptop. You two, get to the hospital, get everyone out, clear the whole floor. Phone us when you're done."

He turned and ran off with the Professor, hand-in-hand.

~8~

The Doctor ran into Jeff's bedroom to see him lying on the bed with his laptop on his lap, "Hello. Laptop, give me!" he grabbed it as the Professor ran in.

"No, no, no, no, wait, hang on!" Jeff held onto it.

"It's fine, give it here!"

The Professor walked over and snatched the laptop from between them, sitting down at the end of the bed and opening it. She laughed a bit, "Get a girlfriend Jeff."

"Why?" the Doctor frowned, peeking over her shoulder, "Oh, ew! Jeff!"

Jeff looked away, embarrassed, as the door opened and his grandmother looked in, "What are you doing?"

"The sun's gone wibbly," the Doctor answered.

"Right now, somewhere out there, there's going to be a big video conference call," the Professor typed, "All the experts in the world panicking at once…"

"And do you know what they need? Us. Ah, and here they all are. All the big boys."

"NASA, Jodrell Bank, Tokyo Space Center, Patrick Moore…"

"Oh, I like Patrick Moore," the woman smiled.

"We'll get you his number, but watch him, he's a devil," the Doctor warned.

"You can't just hack in on a call like that!" Jeff exclaimed.

"Can't we?" the Doctor grinned, holding up the psychic paper to the webcam.

"Who are you?" one of the experts demanded as they appeared on screen, "This is a secure call. What are you doing?"

"Hello," the Doctor plopped down beside the Professor, "I know, you should switch us off. But before you do, watch this."

The Doctor took the laptop and began to type.

"It's here too, I'm getting it," one of the experts called as a visual of the equation the Doctor was typing in came up on their screens.

"Fermat's Theorem, the proof, and I mean the real one, never seen before. Poor old Fermat, got killed in a duel before he could write it down. My fault, I slept in…but in all fairness it was my honeymoon…"

" _Our_  honeymoon," the Professor corrected lightly, leaning over, her hand resting on the Doctor's thigh.

He grinned broadly, looking at her, "Yes, OUR honeymoon," he nuzzled the side of her head a moment before turning back to the screen, "And really, would you expect  _anyone_  to wake up before noon? Especially after…"

"Oh, and here's an oldie but a goodie," the Professor cut in, taking the laptop, her cheeks flaming, "Why electrons have mass."

The Doctor had surprised her with a honeymoon in France circa the mid 1660s, about a century after their wedding, he was aiming for Paris, the city of love, but the TARDIS decided to take them to a quaint little inn in Castres for their wedding night. They'd run into Fermat as they were checking in and, as soon as the Doctor realized who he was, he'd ended up chatting with the man about mathmatics. They'd gotten so animated in their discussion that one of the other men who'd had a bit too much to drink had gotten irritated and demanded they quiet down. Fermat, in retaliation, had challenged the man to a duel at dawn for daring to raise his voice around a lady. They were supposed to join Fermat in the morning, the Doctor acting as his second, despite how she had tried to tell the man that she was a far better shot than her husband. And, as the Doctor had said, it  _was_  their honeymoon...and when they reached their room, as it always seemed to happen with the Doctor, things...escalated...

The Doctor laughed, hearing her thoughts, and took the laptop back again when she had finished, "And a personal favorite of mine, faster-than-light travel with two diagrams and a joke."

"Look at your screens. Whoever we are, we're geniuses. Now look at the sun. You need all the help you can get."

"Fellas, pay attention."

~8~

The Professor typed something on Rory's mobile as the Doctor sat at the computer beside Jeff.

"Sir, what's she doing?" one of the men asked, eyeing the Professor in the background.

"Writing a computer virus," the Professor called, "Very clever, super-fast, and just a  _tiny_  bit alive…"

"As for why she's writing it on a phone?" the Doctor continued, "Never mind, you'll find out. Ok, I'm sending this to all your computers. Get everyone who works for you sending this everywhere. Email, text, Facebook, Bebo, Twitter, radar dish, whatever you've got. Any questions?"

"Who's your lady friend?" Patrick grinned back at the Professor.

"Patrick, focus!" he glared at the man, feeling himself tensing unintentionally at the man's words.

The Professor just ran a gentle hand through his hair, relaxing him quite a bit, before resting it on his shoulder, squeezing it as he looked up at her, "Possessive are we?" she joked.

He just took her hand and dropped a kiss on the back of it, he definitely understood her reactions to other women around him during her last incarnation now. He smirked at her, "Yes, very."

Jeff just looked between the two, feeling as though he'd missed out on some sort of joke.

"What does this virus do?" another expert asked, concerned.

"It's a reset command, that's all," the Professor reassured them, getting back to the phone, "It resets counters, it gets in the wi-fi and resets every counter it can find. Clocks, calendars, anything with a chip will default at zero at exactly the same time."

"But, yeah, she could be lying, why should you trust us?" the Doctor added, "We'll let our best man explain…" there was silence. The Doctor looked at Jeff, "Jeff, you're our best man."

"Your what?" Jeff frowned.

The Doctor closed the laptop, "Listen. In ten minutes, you're going to be a legend. In ten minutes, everyone on that screen is going to be offering you any job you want. But first, you have to be magnificent. You have to make them trust you and get them working. This is it, Jeff. Right here, right now. This is when you fly. Today's the day you save the world."

"Why me?"

"It's your bedroom," the Professor reasoned.

"Now go, go, go!" the Doctor shouted as he got up and grabbed the Professor's hand, turning to leave.

"Ok, guys," Jeff opened the laptop, "Let's do this."

"Oh," the Professor popped her head in with a teasing smile, "And delete your internet history."

And she was off with the Doctor once more.

~8~

The Doctor drove quickly towards the hospital when the mobile rang. The Professor quickly answered it, putting it on speaker, "Doctor?" Amy's voice called, "Professor? We're at the hospital, but we can't get through."

"Look in the mirror!" the Doctor called.

"Oh…"

"What did he say?" they heard Rory ask.

"Look in the mirror…ha ha! Uniform! Are you on your way? You're going to need a car."

"Don't worry," the Professor spoke up, "We've commandeered a vehicle."

The Doctor grinned as he turned the fire engine's sirens on, it wasn't often that the Professor let him do the driving. The Professor just smiled, watching him in his excitement, really the  _worst_  he could do with her there was set the vehicle on fire, and then it would be a good thing that they had a fire engine handy.

' _Oi!_ ' she heard in her mind as he caught her throughts, ' _That only happened ONCE!_ '

~8~

The Doctor pulled up to the hospital when the phone rang again, this time he grabbed it, putting it on speaker, "Are you in?"

"Yep," Amy replied, "But so's Prisoner Zero."

"You need to get out of there," the Professor cut in.

There was a muffled conversation, someone talking but they couldn't make out who.

"Oh, my God!" they heard Rory exclaim.

"Amy?" the Doctor called, "Amy, what's happening?" there was the sound of running, of doors opening and sliding shut, "Amy, talk to us!"

"We're in the coma ward," Amy was back, "But it's here, it's getting in."

"Which window are you?" the Professor asked.

"What, sorry?"

"Which window?" the Doctor repeated.

"First floor on the left, fourth from the end."

The Doctor nodded and flipped the phone closed, the two getting the ladder of the fire engine set.

~8~

The ladder of the fire engine broke through the window of the coma ward, the Professor quickly climbed in, her blaster out and aimed at the woman with two little girls standing before Amy and Rory, ready, should the multiform attack, as the Doctor followed her through.

"Right!" the Doctor called, "Hello! Are we late?"

"No," the Professor glanced at the clock, "Three minutes to go. Still time."

"Time for what, Time Lords?" Zero asked.

"Take the disguise off," the Doctor turned to her, "They'll find you in a heartbeat. Nobody dies."

"The Atraxi will kill me this time. If I am to die, let there be fire."

"Ok. You came to this world by opening a crack in space and time. Do it again, just leave."

"I did not open the crack."

"Somebody did."

"The cracks in the skin of the Universe, don't you know where they came from? You don't, do you?" the woman's voice shifted to a child's, "The Doctor and Professor in the TARDIS don't know. Don't know, don't know!" and then returned to normal, "The Universe is cracked. The Pandorica will open. Silence will fall."

There was a click, drawing the Doctor and Professor's attention to the clock on the wall. He grinned, "And we're off! Look at that!" he pointed, "Look at that!" the clock read '0,' "Yeah, I know, just a clock, whatever. But do you know what's happening right now?"

"In one little bedroom, our team is working," the Professor told her, "Jeff and the world. And do you know what they're doing? They're spreading the word all over the world, quantum fast."

"The word is out. And do you know what the word is?"

"'Zero.'"

"Now, me, if I was up in the sky in a battleship, monitoring all Earth communications, I'd take that as a hint."

"And if  _I_  had a whole battle fleet surrounding the planet, I'd be able track a simple old computer virus to its source in…a few seconds."

The Doctor smirked, pulling her close a moment, "They can't think as fast as you dear," he whispered to her.

She sighed, nodding, "I suppose, as  _I'm_  not the one with the battle fleet, it would take…just under a minute?"

The Doctor took the mobile from his pocket, "The source, by the way, is right here," a bright light shown through the windows, "Oh! And I think they just found us!"

"The Atraxi are limited," Zero sneered, "While I'm in this form, they'll still be unable to detect me. They've tracked a phone, not me."

"Yes but, do you know what this phone is full of?" the Professor took the phone, holding it out for Zero to see the images as she scrolled through them while still training her blaster on the creature, "Pictures of you. Every form you've learned to take, right here."

"And being uploaded about now," the Doctor took it back, "And the final score is: no TARDIS, no screwdriver, two minutes to spare…" he held out his arms, triumphant, "Who da man?" silence, "Oh, I'm never saying that again! Fine."

The Professor laughed.

"Then I shall take a new form," Zero replied.

"Oh, stop it, you know you can't," he waved the alien off.

"It takes months to form that kind of psychic link," the Professor stated, though now she was suspicious.

"And I've had years," Zero glowed and Amy fell to the floor behind them.

"No!" the Doctor shouted as they ran over, "Amy?" he put his hands on her face, "You've got to hold on. Amy! Don't sleep! You've got to stay awake, please."

"Doctor?" Rory looked over at Zero.

The Doctor looked back to see Zero was standing there, as a floppy haired young man in a torn blue shirt and brown slacks, "Well, that's rubbish. Who's that supposed to be?"

"It's you," the Professor told him, putting her blaster away, she couldn't risk firing at Zero now, not when it was connected to Amy.

"Me?" he looked at her with a frown, "Is  _that_  what I look like?"

"You don't know?" Rory frowned.

"Busy day," he shrugged before standing and walking over to Zero, "Why me, though? You're linked with her. Why are you copying me? And what about the Professor?"

The Professor looked down at Amy's still form, lightly putting her hand on the girl's forehead, closing her eyes and focusing, scanning her mind.

"I'm not," a voice replied as young Amelia stepped out from behind his replica, "Poor Amy Pond. Still such a child inside. Dreaming of the magic Doctor she knows will return to save her. What a disappointment you've been."

"No…" the Professor's eyes snapped open, "She's dreaming about you because she can  _hear_  you! She can hear us!" the Professor took Amy's hand and looked down at her, "Amy, don't just hear us, listen."

"Remember the room," the Doctor joined her, "The room in your house you couldn't see? Remember you went inside. I tried to stop you, but you did. You went in the room. You went inside."

"Amy…dream about what you saw."

"No..." Zero cried, "No...no!" it started to glow, transforming into a large eel-like creature with sharp teeth.

The Doctor smirked, facing it, "Well done, Prisoner Zero. A perfect impersonation of yourself."

A white light shown through the window, trapping it, "Prisoner Zero is located. Prisoner Zero is restrained."

"Silence," Zero hissed as it started to fade, "Silence will fall!"

There was a whoosh as the ship started to leave. The Doctor ran to the window as the Professor snatched the mobile back from him and began to dial.

"The sun," Rory glanced out, "It's back to normal, right? That's...that's good, yeah? That means it's over?" Amy started to blink, "Amy? Are you ok? Are you with us?"

"What happened?" she moaned.

"They did it. The Doctor and Professor did it."

"No, we didn't," the Professor called.

"What are you doing?" Rory looked over, seeing her fiddling with the phone.

"Tracking the signal back."

"Sorry, in advance," the Doctor added, starting to smile.

"About what?" Rory shook his head.

"The bill."

The Professor put the phone to her ear, "Where do you  _think_  you are going? According to Article 57 of the Shadow Proclamation, this is a fully established, Level 5 planet, and you were just going to burn it? What, did you think no one was watching? You lot, back here, now!" she grinned, tossing Rory the phone back, "Ok,  _now_  we've done it."

They turned and left the ward, Amy and Rory following.

"Did she just bring them back?" Rory gaped, "Did they just save the world from aliens and then bring all the aliens back again?"

The Doctor and Professor just strode down the corridor, determined, as the humans ran after them.

"Where are you going?" Amy called.

"The roof," the Professor replied.

"No, hang on," the Doctor grabbed her hand and turned to enter a changing room. He quickly started to sift through the clothes lying around, tossing away a few as the Professor did the same.

"What's in here?" Amy shook her head.

"We're saving the world," the Doctor reasoned, "We need decent clothes. To hell with the raggedy and the tattery. Time to put on a show!"

"You just summoned aliens back to Earth," Rory blinked, "Actual aliens…" the Doctor stripped off his old shirt as the Professor continued to try and look around for women's clothing, "Deadly aliens, aliens of death, and now you're taking your clothes off...Amy, he's taking his clothes off," Amy just watched appreciatively.

"Turn your back if it embarrasses you!"

"Are you stealing clothes now? Those clothes belong to people, you know," but he turned his back nonetheless, glancing at Amy, "Are you not you going to turn your back?"

"Nope," Amy smirked.

The Professor shook her head, "Amy I've got a blaster," she gestured at the gun in the holster around her waist as she removed it, "Turn around."

Amy glanced at it a moment before sighing and turning, leaving the aliens privacy to change.

~8~

The Professor had, somehow, managed to piece together a rather normal outfit from the miscellaneous mess in the changing room. She was now sporting a white skirt that went down to her knees with white tennis shoes, a light green tank top, and a jean jacket over it. Her hair was pulled half up/half down with a green clip in the back. Her blaster still affixed on her person, the holster now fitted around her thigh, though neither Amy nor Rory saw her put it there.

The Doctor on the other hand, had somehow ended up with a pink long sleeved shirt, trousers with braces, boots, a tweed jacket which the Professor carried folded over her arm, and a number of ties draped around his neck. He strode over to the Atraxi ship as it waited on the other end of the rooftop, the Professor at his side as the humans hung back.

"So this was a good idea, was it?" Amy called, "They were leaving!"

"Leaving  _is_  good," the Professor conceded, "But never coming back is better."

"Come on, then!" the Doctor shouted, "The Doctor will see you now."

The eye disconnected from the ship and floated down to them, scanning them, "You are not of this world."

"No, but we've put a lot of work into it," he examined a tie and held it to the Professor, "I don't know. What do you think?"

She looked at it a moment before scrunching her nose, something, he noticed, she did when she didn't like something. It was adorable and he couldn't help but give her a little peck on the nose, making her laugh as he tossed the tie to Rory.

"Is this world important?" the Atraxi asked, killing their playful mood.

"Important?" he scoffed, "What's that mean, important? 6 billion people live here, is that important?"

"Here's a better question," the Professor glared at the eye, "Is this world a threat to the Atraxi?"

The Doctor tossed another tie to Amy as he nodded, "Well, come on. You're monitoring the whole planet. IS this world a threat?"

The Atraxi projected a hologram of Earth, filling it with scenes from its history, both good and bad, "No."

"Are the peoples of this world guilty of any crime by the laws of the Atraxi?" the Professor continued.

More images of war, but also of peace, "No."

"Ok," the Doctor nodded, "One more. Just one. Is this world protected? Because you're not the first lot to come here…" the projection started to fill with images of various alien threats the Earth had faced over the years, "Oh, there have been  _so_  many! And what you've got to ask is..." he grinned, "What happened to them?"

The projection shifted and, much to the Doctor's surprise, the first images were of the Professor, of all her previous incarnations starting with her first.

' _You're forgetting what field I entered after I became an Academic,_ ' she remarked silently to him. She'd begun work in Intergalactic Relations, trying to stop wars and others hostilities that had the potential to threaten timelines throughout the galaxies. The Time Lords never allowed her to leave the planet however, knowing that as soon as she was away from them she would seek him out and likely never return, she had been the trick up their sleeves, the one thing they could use if they ever needed the Doctor to return to Gallifrey. But that hadn't stopped her from making connections, hacking into other secure systems throughout the Universe to listen in on any secret plots against the Earth. She knew it was his favorite planet, it was hers as well, and she was not about to let  _anything_  harm it if she could prevent it, ' _You would not believe how much trouble the Slitheen gave me about wanting to turn Earth into a vacation spot,_ ' she grumbled. And they had tried to do just that after the war had ended, when they thought she was no longer alive to protect the Earth. Luckily, the Doctor had been there.

He nodded slowly, slightly dazed as he watched, wide eyed, fixing the bow tie he'd selected, at the different women that drifted across the screen.

He recognized the first, a woman with light hair and eyes, blonde and gray, smiling out at him. But then different women he'd never gotten to see appeared. The second, a woman with darker hair he guessed was red and eyes that were similar to her eyes now, hazel, frowned before them. Then there was a woman with very dark hair and dark eyes, who looked not at all happy. Next was a woman with hair that seemed to blend the first and second incarnations, probably a strawberry blonde like she was now, and what he guessed were green eyes slightly magnified by the glasses she wore, concentrating on something. The next woman had dark hair as well, but not quite so dark as the other woman, brown hair, with the same eyes as her first incarnation, though looking very nervous. And then there was the woman he knew from the war, black hair, cold, ice blue eyes that blazed as her face set in a serious, determined expression. He recognized the next woman from the Professor's memory when the TARDIS had ended up in the parallel world, short choppy red hair, brown eyes, looking frantic. He swallowed hard, knowing which incarnation was coming next, the one tortured by the Krillitanes. He could see that the image was from before her hair had been chopped off, looking strawberry blonde again but with eyes he remembered were an amber color with tears in them. And then it came to women he himself knew, the ash-brown haired girl with gray eyes who looked so scared and the blonde haired, blue eyed soldier with the expressionless face.

He didn't know how the Atraxi had managed to gather all those images of her, but he was thankful they had. He let out a breath of air when it came to the ones he recognized, "Blimey…" he looked at her, "I  _never_  should have left Gallifrey if I missed out on those. You're  _gorgeous_."

She smiled, helping him into his jacket, and glanced at the images now flickering through his own incarnations, "You're not too bad yourself."

He laughed, looking at the projection as it played through to his last one, before walking through it, "Hello," he grinned.

"I'm the Professor," she introduced, "And this is the Doctor."

"Basically..." he smirked, taking her hand, "Run!"

The Atraxi ship departed quickly, Amy laughing as they watched it flee. The Doctor looked down suddenly, feeling something hot in his pocket and pulled out the glowing TARDIS key.

They turned and smiled at each other before running off.

~8~

The duo ran into Amy's back garden to see the TARDIS, looking bluer than ever, now with a St. John's Ambulance sticker on the door opposite the instructions.

"Ok!" the Doctor breathed, "What have you got for us this time?" he opened the door and they stood in the doorway, amazed. The TARDIS had shifted to a multi-level console. A glass floor with steps that led below the console, a few steps up to it from the doors, a set of steps on the one side leading to the halls while steps on the other led to an upper decked area.

"Look at you!" the Professor's eyes widened, gripping the Doctor's arm in excitement.

The Doctor grinned widely, "Oh, you sexy thing! Look at you!"

And then they ran in, the doors closing behind them, not even noticing Amy and Rory running into the garden...

~8~

Amy stepped out of her back door in a robe and slippers as they stood outside the TARDIS at night, waiting for her, the Doctor with his arm around the Professor's waist as she leaned on him.

"Sorry about running off earlier," the Doctor explained, "Brand new TARDIS, bit exciting."

" _Very_  exciting," the Professor corrected.

The Doctor nodded, "Just had a quick hop to the moon and back to run her in. She's ready for the big stuff now."

"It's you," Amy looked at them, "You came back."

"Of course we came back," the Professor smiled, "We always come back."

"Something wrong with that?" the Doctor eyed her.

"And you kept the clothes…" Amy eyed him more than the Professor, his outfit really was ridiculous.

"Well, we just saved the world, the whole planet, for about the millionth time, no charge. Yeah, shoot me! I kept the clothes."

"Including the bow tie."

"Yeah, it's cool. Bow ties are cool."

The Professor laughed at that, shaking her head fondly at him.

"Are you from another planet?" Amy frowned.

"Yeah," he nodded as did the Professor.

"Ok..."

"So what do you think?" the Professor asked.

"Of what?"

"Other planets," the Doctor said, "Want to check some out?"

"What does that mean?"

"It means...well, it means...come with us."

"Where?"

"Wherever you like," the Professor explained.

"All that stuff, the hospital, the spaceships, Prisoner Zero..."

"Oh, don't worry," the Doctor laughed, "That's just the beginning. There's loads more."

"Yeah, but those things, amazing things, all that stuff..." and then she was angry, "That was two years ago!"

"Oh…oh!" his eyes widened as they both winced, "Oops."

"Yeah."

" So that's..."

"14 years…" the Professor sighed, she was still settling a bit, her sensation of time slightly thrown till the 15-hour regeneration cycle had ended.

"14 years since fish custard. Amy Pond, the girl who waited, you've waited long enough."

Amy hesitated a moment, "When I was a kid, you said there was a swimming pool and a library, and the swimming pool was IN the library."

"Yeah. Not sure where it's got to now. It'll turn up. So...coming?"

"No!"

"You wanted to come 14 years ago," the Professor reminded her.

"I grew up."

The Doctor grinned, "Don't worry. We'll soon fix that," he snapped his fingers and the door to the TARDIS opened, bathing Amy in a warm, golden light as she entered, "Well..." he trailed as he and the Professor stepped past her and towards the console, shutting the door behind them, "Anything you want to say? Any passing remarks? I've heard them all."

"I'm in my nightie…"

"Oh, don't worry," the Professor laughed, "Plenty of clothes in the wardrobe."

"AND possibly a swimming pool," the Doctor added, "So...all of time and space, everything that ever happened or ever will..."

"Where do you want to start?"

"You are so sure that I'm coming," she eyed them suspiciously.

"Yeah, we are," he nodded.

"Why?"

"'Cos you're the Scottish girl in the English village, and we know how that feels."

"Oh, do you?"

"All these years, living here most of your life...and you've still got that accent. Yeah, you're coming."

"Can you get me back for tomorrow morning?"

"It's a time machine," the Professor reminded her.

"I can get you back five minutes ago," the Doctor nodded.

"Well… _I_  can get you back five minutes ago, the Doctor…he'd probably over shoot and get you back 50 years ago."

"Oi! That only happened once!"

"That is true…" she nodded and he began to grin, "For THIS body," she added. He pouted. He  _had_  landed them down 50 years ago before they managed to get to Amy this time…the little house hadn't even been built then apparently.

He shook his head and turned back to Amy, "Why, what's tomorrow?"

"Nothing," she said quickly, "Nothing. Just...you know, stuff."

"Alright, then. Back in time for 'stuff,'" a new sonic popped out from the console's surface, "Oh! A new one!" he flashed the Professor with it quickly, testing it, "Lovely," he patted the console, "Thanks, dear."

"Why me?" Amy asked as the two got to work, setting the controls.

"Why not?" the Professor shrugged.

"No, seriously. You are asking me to run away with you two in the middle of the night. It's a fair question. Why me?"

"Don't know," the Doctor shrugged this time, "Fun. Do we have to have a reason?"

"People always have a reason."

"Do we look like people?"

"Yes."

He sighed, "Been knocking around on our own for a while, our choice, but I've started talking quite a bit. It's giving me earache and the Professor was ready to blast a hole in me…not good since we're Bonded and all."

This time it was the Professor's turn to roll her eyes, "Now THAT only happened once."

"You're lonely?" Amy frowned as they laughed at each other, "That's it? Just that?"

"Just that," the Doctor nodded, "Promise," he looked up to see a small, flickering line on the monitor before him, looking very much like the crack from Amy's bedroom.

"Ok," Amy nodded.

He switched off the monitor, "So, are you ok, then? 'Cos this place, sometimes it can make people feel a bit...you know."

"I'm fine. It's just...there's a whole world in here, just like you said. It's all true. I thought...well, I started to think that maybe you were just like a mad man and woman with a box."

"Oh I'm nothing of the sort," the Professor put an arm around her.

"But…Amy Pond, there's something you'd better understand," the Doctor told her seriously, "It's important, and, one day, your life may depend on it.  _I_  am definitely a madman with a box. Ha ha! Yeah," Amy laughed, "Goodbye, Leadworth. Hello, everything!"

The Professor pulled a lever and they started to disappear, all of them holding onto the console for stability as the TARDIS jolted.

* * *

**Notes for the Chapter:**

> And we have our 11s! I hope you enjoy this new Professor, trust me, she enjoys this version of her so much more than...well, you'll find out what her other incarnations were like in Vampires of Venice :) I'll say this, the expressions her previous incarnations wore will say quite a lot about who she was during her time as them. We'll definitely also start to get a feel for who this new Professor is in terms of personality, I've hinted a bit at it here, but with all the running around they were doing it probably took a back seat to the adventure. Not as much flirting in this chapter as I'd like after Keta withdrawal, darn them trying to stop Zero, but it'll definitely start popping up soon :)
> 
> The fact that she's so much more open than her last incarnation means that her relationship with the Doctor will definitely get a breath of new life and energy, be revitalized. And I feel like I need to say this, since I tortured you all for an entire story with Keta being so strained in Relapse, as a treat, one hint each about Series 5 and 6! The flirting between the Doctor and Professor in Series 5, at times, may reach ridiculously fluffy extremes, there's a game changing decision at the end of Series 6 (the Christmas special) as well as another hint about what I'm planning for Series 7.


	2. The Beast Below

Amy floated amongst the stars, in her nightgown and robe with her hair waving around her softly, outside the TARDIS door as the Doctor held her ankle, both him and the Professor watching her float about.

"Come on, Pond," the Doctor pulled her back inside.

"NOW do you believe us?" the Professor laughed.

"Ok, your box is a spaceship," Amy nodded, "It's really, really a spaceship. We are in space! Whoo! What are we breathing?"

"I've extended the air shell, we're fine."

The Doctor glanced down to see something and squatted, "Now, that's interesting…" they both looked down to see they were flying over another, much larger spaceship with quite a few buildings enclosed in it, like a small city.

"29th Century," the Professor analyzed it before turning to Amy, "Solar flares roast the Earth and the entire human race turns to the stars," the Doctor walked back to the console, setting it up to land on the ship, the Professor moving to help him.

"And moves out till the weather improves," the Doctor nodded, "Whole nations..."

"Doctor?" Amy called.

"...migrating to the stars."

"Professor?"

"Isn't that amazing?"

"Help!" Amy shouted.

The Professor laughed and jogged over to the door, reaching out to grab the girl's hand as she clung to the top of the TARDIS, "Come on. We've found a spaceship!"

She led Amy over to the monitor of the console, the Doctor bringing up footage of the ship, "This is the United Kingdom of Britain and Northern Ireland, all of it, bolted together and floating in the sky," the Doctor explained, "Starship UK. It's Britain, but metal. That's not just a ship, that's an idea. That's a whole country, living and laughing and...shopping…" Amy chuckled as the picture cut to a marketplace-like area, "Searching the stars for a new home," his smile grew a bit more sad, thinking of their own journey to the stars now that their home was gone.

"No," the Professor shook her head, looking at the screen thoughtfully.

"No?" the Doctor looked at her, confused.

She just turned to him, smiling softly, "Not looking for a new home, looking for a new  _planet_ ," he just continued to stare so she placed a hand on his cheek, stroking it as he started to smile, "I think they've already found a  _home_ ," she gave him a meaningful look that made his hearts burst.

He nodded, reaching up to take her hand in his, dropping a kiss onto her palm, "Yes, I think they have."

"Can we go out and see?" Amy cut in a bit, disturbing their moment.

"'Course we can," the Doctor turned to her, though his arm wrapped around the Professor, "But first, there's a thing."

"A thing?"

"An important thing. In fact, thing one," he pulled a magnifying glass towards him and looked at her through it, "We are observers only. That's the one rule I've always stuck to in my travels."

"Yes Amy," the Professor said sarcastically, "He  _never_  get involved in the affairs of other peoples or planets."

"Exactly!" he nodded, completely missing the sarcasm which made Amy laugh, when he pulled away from the Professor slightly, noticing something on the monitor, "Ooh! That's interesting."

They frowned, seeing a young girl in a red sweater on the screen, crying.

Amy frowned, seeing the girl, "So we're like a wildlife documentary, yeah? 'Cos if they see a wounded little cub or something, they can't just save it, they've got to keep filming and let it die. That's got to be hard. I don't think I could do that. Don't you find that hard, being all, like, detached and cold?" suddenly the Doctor appeared on screen with the girl before she ran away, "Doctor?"

The Doctor looked at the camera and waved them over.

"Hate you!" the Professor called.

"No you don't," he grinned at the camera.

The Professor just shook her head and led Amy to the doors, "I need to put a leash or a bell on him or something," she muttered as they stepped out. She never should have given him those pointers on the art of stealth.

"Welcome to London Market," they heard over the loudspeaker, "You are being monitored."

Amy looked around in wonder, seeing stars through an arched glass ceiling. The market was full of stalls and booths, almost very contemporary, "I'm in the future," she breathed as the Doctor walked over to them, "Like hundreds...of years in the future. I've been dead for centuries."

"Oh, lovely," he rolled his eyes, "You're a cheery one. Never mind dead, look at this place. Isn't it wrong?"

"What's wrong?"

"Use your eyes, notice everything," the Professor stated, as though recalling an age old lesson.

The Doctor reached out and took her hand, squeezing it, knowing she must be thinking back on her time at the Academy, but she just smiled at him in a reassuring way that could only make him smile back. It seemed…this regeneration had moved past the torment her previous selves had endured more than ever.

"What's wrong with this picture?" he turned to Amy.

"Is it...the bicycles?" she pointed to one as it drove by, "Bit unusual on a spaceship, bicycles."

"Says the girl in the nightie."

"Oh, my God! I'm in my nightie."

"Come on Amy, look around you," the Professor encouraged, "Actually  _look_."

The Doctor squeezed her hand again, "Give her a hint love," he whispered, leaning closer to nuzzle the side of her face, making her close her eyes and smile at the sensation, "Your eyes are better than anyone's."

She gave a little laugh at the familiar words and placed her hand on his cheek again, pushing him back just a bit so she could look at him, "I'm not so sure about that anymore," she smiled as he looked confused, such an adorable expression on his new face, "Your eyes are rather spectacular," and it was true. They were a gorgeous green that she could tell she'd easily get lost in.

He smiled at her and leaned in, giving her a kiss...until Amy cleared her throat, and they pulled away.

"London Market is a crime free zone," the loudspeaker reported.

"Life on a giant starship, back to basics," the Doctor began, clearing his throat, they probably  _should_  try to focus on the problem at hand, "Bicycles, washing lines, windup street lamps, but look closer. Secrets and shadows, lives led in fear. Society bent out of shape, on the brink of collapse. A police state...excuse me," he walked over to a nearby table and took a glass of water from one of the people sitting there. He set it on the floor and looked at it intently before putting it back on the table, "Sorry. Checking all the water in this area. There's an escaped fish," he tapped his nose and rejoined Amy and the Professor, "Where was I?"

"Society bent out of shape," the Professor recalled, "On the brink of collapse, a police state…"

"Why did you just do that with the water?" Amy frowned.

"Don't know," he shrugged, "I think a lot. It's hard to keep track. Don't know how you do it," he winked at the Professor.

"I just think faster than you," she smirked at him jokingly.

He laughed, clapping his hands before he tucked her arm in his, "Now, police state, do you see it yet?"

"Where?" Amy frowned.

"There," the Professor pointed to the crying girl on the bench as they moved to sit on another bench a few rows away from her, watching as everyone just walked past her, ignoring her.

"One little girl crying. So?"

"Crying  _silently_ ," she corrected.

"Children cry 'cos they want attention, 'cos they're hurt or afraid," the Doctor explained, "When they cry silently, it's 'cos they just can't stop. Any parent knows that."

"Are you parents?" Amy eyed them.

The Doctor just swallowed but didn't answer, the Professor subtly taking his hand in her own, "Hundreds of parents walking past this spot and not one of them's asking her what's wrong, which means..."

"They already know," the Professor continued, "And it's something they don't talk about."

"Secrets. They're not helping her, so it's something they're afraid of."

"Shadows. Whatever they're afraid of, it's nowhere to be seen…"

"Which means it's everywhere."

"Ergo, a police state."

Amy shook her head at them, "Ok, you two really need to stop doing that."

"Sorry," they said at once.

The little girl got up as a lift bell rang and ran off.

"Where'd she go?" Amy frowned.

"Deck 207, Apple Sesame Block, Dwelling 54A," the Doctor said, "You're looking for Mandy Tanner. Oh," he reached into his pocket, "This fell out of her pocket when I accidentally bumped into her…" he handed Amy the girl's ID wallet, "Took me four goes."

"I'll give you pointers on pick pocketing later," the Professor patted his leg, her gaze focused on a set of booths by the lift, smiling figures inside them, "Ask her about those things," she nodded at the figures, "They're everywhere."

"But they're just things," Amy shook her head, not following.

"They're clean. Everything else here is battered and filthy but those things, they look like new. No one's laid a finger on those booths. There's not a footprint within two feet of them."

The Doctor nodded, "Ask Mandy, 'Why are people scared of the things in the booths?'"

"No," Amy shook her head, "Hang on, what do I do?" she whispered, "I don't know what I'm doing here and I'm not even dressed!"

"It's this or Leadworth. What do you think? Let's see. What will Amy Pond choose? Ha ha, gotcha!" he checked his watch, "Meet back here in half an hour."

"What are you going to do?"

"What I always do. Stay out of trouble," he stood up.

"Oh, this I must see," the Professor stood up as well, laughing, " _Him_ , actually staying  _out_  of trouble."

"I can do you know," he remarked.

She raised an eyebrow at him, "The last time you said you would stay out of trouble we ended up getting run out of Henry II's court with a death warrant out for us."

"Ok, ok," he sighed, "So I stay out of trouble badly."

"I'll say," she laughed and turned to Amy, "We'll see you in half an hour Amy," before linking the Doctor's arm with hers and pulling the sullen child off.

"So is this how it works?" Amy called after them, getting up, "You never interfere in the affairs of other peoples or planets, unless there's children crying?"

"Yes," the Doctor nodded, turning to walk off with the Professor, leaving, and trusting, Amy to her task.

~8~

The Doctor and Professor climbed down a ladder into the maintenance corridor of the ship, the Professor placing her hand on the wall before leaning in to listen.

"Can't be…" she whispered, looking at the Doctor, slightly alarmed.

He quickly pulled out the sonic and flashed around, trying to get a reading, when he noticed a glass of water on the floor. He laid down and stared at it when someone walked forward.

"The impossible truth in a glass of water," a woman in a red cloak and white mask whispered to them, "Not many people see it," he stood up and she looked at them, "But you do, don't you, Doctor, Professor?"

"You know us?" the Doctor asked, eyeing the woman.

"Keep your voice down!" she hissed, "They're everywhere. Tell me what you see in the glass."

"Who says we see anything?"

"Don't waste time. At the marketplace, you placed a glass of water on the floor, looked at it, then came straight here to the engine room. Why?"

They exchanged a glance before the Professor spoke, "No engine vibration on deck. With a ship this size and an engine this big, you would feel it. The water would move."

"So...we thought we'd take a look," the Doctor turned to a power box on the wall and opened it, fiddling with the cut cables, "It doesn't make sense. These power couplings, they're not connected. Look. Look, they're dummies, see?" he crossed the hall and knocked on the wall, "And behind this wall, nothing."

"It's hollow," the Professor nodded, "If we didn't know better, we'd say there was..."

"No engine at all," the woman cut in.

"But it's working," the Doctor shook his head, "This ship is travelling though space. We saw it."

"The impossible truth. We're travelling among the stars in a spaceship that could never fly."

"How?" the Professor asked, though she could feel excitement and curiosity bubbling in her.

"I don't know. There's a darkness at the heart of this nation. It threatens every one of us. Help us. You're our only hope. Your friend is safe," she handed the Doctor a device, "This will take you to her. Now go, quickly!" she turned and walked away.

"Who are you?" he called, "How do we find you again?"

She stopped and turned to face them, "I am Liz 10. And I will find you."

There was a crashing sound and they looked up only to see the woman was gone when they turned back.

"She's good," the Professor muttered, before they headed off, following the device.

~8~

The door to a voting booth opened and they stood in the threshold, looking at Amy as she wiped a tear from her eye, before turning to a set of televisions playing some sort of message from what looked like herself.

"Amy?" the Professor frowned, trying to see the screens when Amy turned them off.

"What have you done?" the Doctor asked.

She swallowed hard, "I don't know. I can't remember."

The Doctor walked into the room and stepped onto the chair inside it, sonicing the lamp dangling above it as the Professor went to the televisions and inspected them.

"Yeah, your basic memory wipe job," he sighed, "Must have erased about 20 minutes," he jumped to the floor.

"But why would I choose to forget?" Amy frowned.

"'Cos everyone does," Mandy said, having been waiting outside the booth after following Amy there when a set of guards knocked her out and dragged her off, "Everyone chooses the 'forget' button."

"Did you?" the Doctor eyed her.

"She's not eligible to vote yet," the Professor called, assessing the girl quickly, "She's...12?"

Mandy nodded, "Any time after you're 16, you're allowed to the see the film and make your choice. And then, once every five years..."

"And once every five years, everyone chooses to forget what they've learned," the Doctor sighed, "Democracy in action," he moved to join the Professor at the monitors.

"How do you not know about this?" Mandy eyed them, "Are you Scottish too?"

"Oh, we're way worse than Scottish."

"We can't even see the movie," the Professor nodded, crinkling her nose at the screens, "Won't play for us."

"It played for me," Amy countered.

"The difference is that the computer doesn't accept us as human."

"Why not?" Amy asked and they looked at her, "You look human."

"No, you look Time Lord. We came first."

"So there are other Time Lords, yeah?"

"No," the Doctor replied solemnly, "There were, but there aren't...just us now. Long story. There was a bad day. Bad stuff happened, and you know what? We'd love to forget it all, every last bit of it, but we don't. Not ever. 'Cos this is what we do, every time, every day, every second. This. Hold tight. We're bringing down the government."

He pounded down on the 'protest' button and the door slammed shut, sealing Mandy outside. The smiling figure in a booth in the back of the room spun its face around to a very angry one. The Professor grabbed Amy's arm and pulled her back to the corner of the room with the Doctor as the floor began to slide open.

"Say, 'Wheee!'" she laughed, grinning widely, the Doctor beaming at her excitement.

"Argh!" Amy screamed as they fell down a chute and into a large, smelly room with rubbish floating in some sort of liquid, covering them in it. The Doctor and Professor leapt to their feet and looked around.

The Professor scrunched her nose as the smell of rotten food assaulted her, the Doctor giving her a little peck on her nose before turning to sonic their surroundings.

"High speed air cannon," the Professor turned to Amy, helping her up.

"Lousy way to travel," the Doctor nodded.

"Where are we?" Amy looked around.

"600 feet down," the Professor replied, "20 miles laterally."

"Puts us at the heart of the ship," the Doctor considered, "I'd say...Lancashire. What's this, then, a cave?" he looked at the Professor.

"Can't be a cave."

"Looks like a cave."

"But it's  _not_  a cave."

"It's a rubbish dump," Amy grimaced, "And it's minging!" she tossed a piece of rubbish away.

"Yes, but only  _food_  refuse," the Professor sniffed just a bit, "Organic, coming through feeder tubes from all over the ship."

Amy stumbled to her knees and felt around, "The floor's all squidgy, like a water bed."

The Professor looked down at the 'floor,' already knowing what it was the girl was feeling, having felt it when they hit the so-called floor.

"But feeding what, though?" the Doctor frowned.

"It's sort of rubbery, feel it. Wet and slimy."

"It's not a floor, Amy," the Professor frowned as a small groan reached them, the Doctor's eyes widened as he realized where they were as well, "It's a..."

"So..." the Doctor cut in, putting the sonic away.

"It's a what?" Amy stood.

The Doctor and Professor shared a glance before he spoke, "The next word is kind of the scary word. Take a moment. Get yourself in a calm place," he took her hands, "Go 'omm.'"

"Omm…"

"It's a tongue," the Professor told her.

"A tongue?"

"A tongue," she nodded, excited.

"A great big tongue!" the Doctor laughed.

Amy though, was feeling none of that, "This is a mouth? This whole place is a mouth? We're in a  _mouth_?"

"Yes, yes, yes, but on the plus side, roomy."

"How do we get out?"

The Doctor pulled out the sonic once more, "How big is this beastie? It's gorgeous! Blimey!" he smiled at the Professor, "If this is just the mouth, I'd love to see the stomach."

"Though not right now!" she called out, hearing a grumble.

"How do we get out?" Amy asked them.

"Ok," the Doctor nodded, getting back to task.

"It's being fed through surgically implanted feeder tubes," the Professor rationalized, "So the normal entrance is..."

They turned, only to see a set of sharp teeth, closed.

"Closed for business," the Doctor remarked.

"We can try, though…" Amy headed for the mouth.

"No! Stop, don't move!"

The mouth heaved in agitation.

"Too late," the Professor turned to the Doctor, "It's started."

"What has?" Amy frowned.

"Swallow reflex."

They slipped and fell as the tongue moved beneath them. The Professor grabbed the sonic and started to scan the walls of the mouth.

"What are you doing?" Amy shouted.

"I'm vibrating the chemo-receptors," she replied.

"Chemo-what?"

"The eject button."

"How does a mouth have an eject button?"

"Think about it!" the Doctor shouted as the creature growled, a wave of bile heading straight towards them, "Right, then," he straightened his bow tie, "This isn't going to be big on dignity," he took the Professor's hand and they faced down the bile, "Geronimo!"

There was a grunt and a splash.

~8~

Amy blinked as she came to in a sort of gray hallway, smiling figures in booths behind her, a door at the end of it.

"There's nothing broken," the Doctor called as he examined the door with the sonic.

"There's no sign of concussion," the Professor added.

"And yes, you  _are_  covered in sick."

"Where are we?" she frowned.

"Overspill pipe," the Professor glanced around.

Amy stood up, grimacing, "Oh, God, it stinks."

"That's not the pipe," the Doctor told her.

"Oh…" she sniffed herself, nearly gagging, "Whoo! Can we get out?"

"One door, one door switch, one condition," he moved aside to show her a button that said 'forget' on it, "We forget everything we saw. Look familiar? That's the carrot…" the lights came on to illuminate the two smiling figures in the booths, "Ooh, here's the stick. There's a creature living in the heart of this ship. What's it doing there?" he walked over to the smilers as their faces spun to angry.

"No," the Professor shook her head at them as she moved to join the Doctor, "That's not going to work on us."

"So come on. Big old beast below decks, and everyone who protests gets shoved down its throat. That how it works?" their faces turned to very angry.

"Stop it. We're not leaving and we're not forgetting."

"And what are you fellows going to do about it? Stick out your tongues?"

The booths opened and the figures stepped out, walking towards them. Amy and the Doctor backed away as the Professor just grabbed her blaster, firing at one as a blast came from behind them, hitting the second.

They turned to see the woman in the red cloak with a pistol in her hand, sans mask. She twirled her gun and placed it in a holster at her hip.

"Nice shot," the woman smiled at the Professor.

"Likewise," she nodded.

The woman grinned and glanced at Amy, "You must be Amy. Liz. Liz 10."

"Hi," Amy moved to shake her hand.

"Ergh!" she grimaced, wiping her hand on her cloak, "Lovely hair, Amy. Shame about the sick," she turned and headed towards the door where Mandy was standing, "You know Mandy, yeah?" she put her arm around Mandy's shoulder, "She's very brave."

"How did you find us?" the Doctor asked.

"Stuck my gizmo on you," she tossed him the device she'd been using to track the other device she'd given him, "Been listening in. Nice moves on the hurl escape. So, what's the big fella doing here?"

"You're over 16, you've voted. Whatever this is, you've chosen to forget about it."

"No. Never forgot, never voted. Not technically a British subject."

"Then who and what are you, and how do you know us?"

"You're a bit hard to miss, love. Mysterious strangers, MOs consistent with higher alien intelligence, one with a blaster, one with the hair of an idiot..." the Doctor pointed, about to argue before running his hand through his hair instead, "I've been brought up on the stories. My whole family was."

"Your family?"

"Doctor," the Professor shook her head with a fond smile, it should be obvious, "Liz 10? Elizabeth the Tenth!"

"The one and only," Liz grinned, when one of the smilers began to move, "They're repairing. Doesn't take them long. Let's move," she turned and quickly led them out of the overspill pipe and through the lower corridors, "The Doctor and the Professor. Old drinking buddy of Henry XII. Tea and scones with Liz II. Vicky was a bit on the fence about you though Doctor, weren't she? Knighted and exiled you on the same day. And so much for the Virgin Queen after you invited Jack to the wedding, the bad, bad boy!"

"Liz 10!" the Doctor laughed, shaking his head at how he hadn't realized who she was earlier.

"And down!" she turned around as they ducked and fired both pistols at two smilers, the Professor taking out a third from her crouched position, "I'm the bloody Queen, mate. Basically, I rule," she smirked, turned, and walked into another corridor, past an vator shaft that was blocked off, "There's a high speed Vator through there…" the Doctor and Professor stopped to look in the blocked shaft where two tentacle-like things were slamming against the bars that blocked it, "Oh, yeah. There's these things. Any ideas?"

"I saw one of these up top," Amy mentioned, "There was a hole in the road, like it had burst through, like a root."

"Exactly like a root," the Professor nodded sadly, "It's all one creature, the same one we were inside, reaching out. It must be growing through the mechanisms of the entire ship."

"What?" Liz frowned, "Like an infestation?"

"Someone's helping it," the Doctor shook his head, "Feeding it."

"Feeding my subjects to it. Come on. We've got to keep moving," she stormed off with Mandy, angry, as the trio stood back.

"Doctor?" Amy frowned, seeing the look on his face, "Doctor, are you alright? Professor?"

"Do you need to touch it?" the Doctor looked at the Professor, ignoring Amy for the moment.

"No," she swallowed hard, "I know  _exactly_  what it is."

And then…he saw it in her mind…

"Oh, Amy," he sighed, "We should never have come here."

Amy frowned, watching as they joined hands and walked off, slowly moving so they had their arms around the other's waist in comfort.

~8~

The Doctor walked carefully though the maze of glasses full of water on the floor of Liz's quarters, the Professor leaning against the bedpost as she turned Liz's porcelain mask over in her hands.

"Why all the glasses?" he asked.

"To remind me every single day that my government is up to something and it's my duty to find out what," Liz replied from where she was sitting on the bed.

"A queen going undercover to investigate her own kingdom?" he walked over, standing beside the Professor and looking at the mask as well.

"Secrets are being kept from me. I don't have a choice. Ten years I've been at this, my entire reign, and you've achieved more in one afternoon."

"How old were you when you came to the throne?"

"40. Why?"

Amy turned from putting her hair up, now clean, to look at Liz, "What, you're 50 now? No way!" she walked over to sit beside Mandy on a chest at the foot of the bed.

"Yeah, they slowed my body clock. Keeps me looking like the stamps."

The Professor moved to sit on the side of the bed, still holding the mask, as the Doctor asked, "And you always wear that in public?"

"Undercover's not easy when you're me. The autographs, the bunting…"

"Air balanced porcelain," the Professor held it up to look at Liz through the eyes of it, "Stays on by itself, because it is perfectly sculpted to your face."

"Yeah. So what?"

"Oh, Liz. So everything."

The door opened and four hooded men in black robes entered.

"What are you doing?" Liz demanded, outraged, as she got off the bed to face them, "How  _dare_  you come in here?"

"Ma'am, you have expressed interest in the interior workings of Starship UK," one of the hooded men, a black man, told her, "You will come with us now."

"Why would I do that?" the man's head spun to show an angry smiler, "How can they be smilers?"

"Half smiler, half human," the Doctor explained.

"Whatever you creatures are, I am still your queen. On whose authority is this done?"

"The highest authority, Ma'am," the smiler stated.

"I AM the highest authority."

"Yes, Ma'am. You must go now, Ma'am."

"Where?"

"The Tower, Ma'am."

~8~

The small group was escorted to a large stone room with high-tech machines scattered around, a well-like opening in the center with a pink lump inside it, a large needle looking object above it periodically sending electrical pulses at it.

"Where are we?" Amy asked, looking around.

"The lowest point of Starship UK," the Professor said as her gaze locked on the pink lump.

The Doctor spun around, his arms out, "The dungeon."

"Ma'am," a gray haired man in glasses greeted the queen.

"Hawthorne!" her eyes widened, "So  _this_  is where you hid yourself away. I think you've got some explaining to do."

"There're children down here," the Professor frowned, looking at a few children milling about.

"What's all that about?" the Doctor looked at Hawthorne.

"Protesters and citizens of limited value are fed to the beast," he replied, "For some reason, it won't eat the children. You're the first adults it's spared. You're very lucky."

"Yeah, look at us. Torture chamber of the Tower of London. Lucky, lucky, lucky."

"Except it's not a torture chamber, is it?" the Professor examined the equipment.

"Well, except it is."

"Except it isn't."

"Depends on your angle."

"What's that?" Liz looked down at the lump.

"Well, like I said, depends on the angle."

"It's either the exposed pain center of the beast's brain, being tortured relentlessly..." the Professor swallowed hard, looking down at it.

"Or?" Liz asked.

"Or it's the gas pedal, the accelerator, Starship UK's go faster button," the Doctor added.

"I don't understand."

"Don't you?" the Doctor eyed her, "Try, go on."

"The spaceship that could never fly," the Professor helped, "No vibration on deck."

"This creature, this poor, trapped, terrified creature. It's not infesting you, it's not invading…"

"It's what you have instead of an engine."

"And this place down here is where you hurt it, where you torture it, day after day, just to keep it moving."

The Professor flinched as another electrical beam shot down at it, feeling tears prickling behind her eyes, "Tell you what," she moved past the Doctor, snatching the sonic from his coat, and over to another well, kicking off a grate so its tentacle shot up, "Normally, it's above the range of human hearing.  _This_  is the sound none of you wanted to hear!" she flashed the sonic on and they could all hear the creature screaming.

"Stop it," Liz begged.

The Professor glared at her a moment, before stopping, "You know, you're lucky you couldn't hear it."

"Why?"

"It is far kinder to not hear it and be ignorant than to hear it and ignore it," she replied, glancing at the Doctor, "Did you know, Krillitanes can make themselves deaf at will?"

His jaw tensed and he immediately moved to her side, pulling her to him, hugging her tightly as he rubbed her back, knowing she could empathize with the creature almost exactly.

"Who did this?" Liz turned to Hawthorne, demanding.

"We act on instructions from the highest authority," Hawthorne replied.

" _I_  am the highest authority. The creature will be released, now. I said now!" no one moved, "Is anyone listening to me?"

"Liz," the Doctor called, taking the mask the Professor still held in her hand, "Your mask."

"What about my mask?"

He tossed it to her, "Look at it. It's old. At least 200 years old, I'd say."

"256 actually," the Professor told him quietly.

"Yeah, it's an antique, so?" Liz shook her head.

The Professor looked at her, "An antique made by craftsmen over 200 years ago and perfectly sculpted to  _your_  face?"

"They slowed your body clock, alright, but you're not 50," the Doctor added, "Nearer 300. And it's been a long old reign."

"Nah, it's ten years," she tried to wave it off, "I've been on this throne ten years."

"Ten years," he agreed, "And the same ten years over and over again," he gave the Professor a kiss on the side of the head before stepping away from her and taking Liz's hand, pulling her away, "Always leading you..." he showed her a voting booth of her own, where two buttons, 'forget' and 'abdicate,' were displayed, "Here."

"What have you done?" Liz breathed, looking at Hawthorne in horror.

"Only what you have ordered," he replied, "We work for you, Ma'am. The Winders, the Smilers, all of us," he reached over and turned on the screen.

Liz appeared on it, "If you are watching this...if  _I_  am watching this, then I have found my way to the Tower of London," the real Liz sat down, "The creature you are looking at is called a Star Whale. Once, there were millions of them. They lived in the depths of space and, according to legend, guided the early space travelers through the asteroid belts. This one, as far as we are aware, is the last of its kind. And what we have done to it breaks my heart," they watched on in silence, "The Earth was burning. Our sun had turned on us, and every other nation had fled to the skies. Our children screamed as the skies grew hotter. And then it came, like a miracle. The last of the Star Whales. We trapped it, we built our ship around it, and we rode on its back to safety. If you wish our voyage to continue, then you must press the 'forget' button," Liz looked at it, "Be again the heart of this nation, untainted. If not, press the other button," she looked at the other one, "Your reign will end, the Star Whale will be released, and our ship will disintegrate. I hope I keep the strength to make the right decision."

"I voted for this?" Amy breathed, utterly horrified, before looking at the Doctor, "Why would I do that?"

"Because you knew if we stayed here, we'd be faced with an impossible choice," the Doctor replied, "Humanity or the alien. You took it upon yourself to save us from that."

"And that was wrong," the Professor looked at her, "You don't  _ever_  decide what we need to know."

"I don't even remember doing it," Amy argued.

"You did it. That's what counts."

"I'm...I'm sorry."

"Oh, we don't care," the Doctor very nearly sneered, "When we're done here, you're going home."

He walked away, taking the Professor's hand in his own as he passed her, walking with her over to the equipment which they began adjusting.

"Why?" Amy followed them, "Because I made a mistake?  _One_  mistake? I don't even remember doing it. Doctor!"

"Yeah. I know. You're only human."

"What are you doing?" Liz asked quietly, walking over to them.

"The worst thing we'll ever do," the Doctor told her, "We're going to pass a massive electrical charge through the Star Whale's brain. Should knock out all its higher functions, leave it a vegetable. The ship will still fly, but the Whale won't feel it."

"That'll be like killing it," Amy frowned.

"Look, three options. One: we let the Star Whale continue in unendurable agony for hundreds more years. Two: we kill everyone on this ship. Three: we murder a beautiful, innocent creature as painlessly as we can. And then...I find a new name, 'cos I won't be the Doctor anymore."

"There must be something we can do, some other way," Liz shook her head.

"Nobody talk to me. Nobody  _human_  has anything to say to me today!"

Amy and Liz jumped back at that, startled at his reaction, at the anger in his voice.

"You can't  _possibly_  imagine what it's like," the Professor added quietly to them, "To be  _tortured_  because someone wants something from you."

"And you can?" Amy glared at the Professor, tears in her eyes, angry at everything, at the Doctor's anger, at having to go back home…

The Professor turned to her, "Yes. I can. And I have Amy. Almost  _exactly_  like the Star Whale as a matter of fact," Amy blinked, stunned, "And  _this_ …leaving it a vegetable…that would be a  _mercy_."

The Doctor grabbed her hand, holding it tightly as tears filled her eyes, recalling the horror the Krillitanes inflicted on her. He closed his eyes, feeling the guilt rise up within him. He hadn't saved her soon enough. He hadn't known, he hadn't sensed her, he hadn't been able to protect her like he'd promised himself. He hadn't saved her in time from the Krillitanes, he couldn't even save the Star Whale from the humans because they needed this ship to continue flying. But he could try to end its suffering at least.

' _You did save me,_ ' the Professor's voice whispered in his mind as she squeezed his hand, ' _From so much,_ ' he scoffed lightly, ' _From the Krillitanes, from my fears, from my regeneration, Theta..._ ' he looked up at her,  _'You always find me. You always save me. I love you Theta, so much._ '

He couldn't help but smile a bit at her words, at the emotions drifting over to him from her, how safe she felt around him, how calm, how secured, happy, protected, loved...he nodded, taking her words in, ' _I love you too Kata._ '

She nodded as well, ' _Now let's save the Whale too._ '

He took a breath and they got to work.

So caught up in their mental moment were they, they didn't even notice Amy turn around and walk to the back of the room, filled with grief for the Whale and the Professor alike.

~8~

The Doctor and Professor were working on the equipment, trying to get it set up to knock out the Whale in a single move, not wanting to cause it any more undue pain. The Doctor periodically would touch her shoulder as she got a flash of empathy for the Whale whenever it would jolt.

Amy looked on sadly, watching them, as she and Mandy sat against the back wall.

"Timmy!" Mandy shouted, drawing the Professor's attention up a moment as Mandy ran to a little boy, "You made it, you're ok!" but Timmy was silent, "It's me, Mandy."

The Professor frowned, watching warily as the tentacles began to pet Mandy and Timmy before glancing over at Amy who was watching intently for a moment before she gasped and jumped to her feet, running over.

"Doctor, Professor, stop!" she called, "Whatever you're doing, stop it now!" she then turned and ran to Liz, "Sorry, Your Majesty, going to need a hand," she grabbed Liz's arm and pulled her towards the booth.

"Amy, no!" the Doctor ran around the equipment, "No!" she slammed Liz's hand down on the 'abdicate' button and the Whale bellowed, shaking the ship, "Amy, what have you done?"

"Nothing at all," Amy smiled, "Am I right?"

"We've INCREASED speed!" Hawthorne called, stunned.

"Yeah, well, you've stopped torturing the pilot. Gotta help."

"It's still here?" Liz shook her head, confused, "I don't understand."

"The Star Whale didn't come like a miracle all those years ago," Amy explained, "It  _volunteered_. You didn't have to trap it or torture it, that was all just you. It came because it couldn't stand to watch your children cry," she glanced at the Doctor and Professor, "What if you were really old, and really kind and alone? Your whole race dead, no future," her gaze shifted slightly to the Doctor, "What couldn't you do then? If you were that old, and that kind, and the very last of your kind..." she gave him a small smile, "You couldn't just stand there and watch children cry."

~8~

The Doctor and Professor stood on the observation deck of the Starship UK, just looking out at the stars, the Professor leaning against the Doctor as he had his arm wrapped around her waist, taking in the view, when Amy joined them.

"From Her Majesty," she held out the mask, "She says there will be no more secrets on Starship UK."

"Amy, you could have killed everyone on this ship," the Professor turned to her.

"You both could have killed a Star Whale."

"And you saved it," the Doctor sighed, "I know, I know."

"Amazing, though, don't you think? The Star Whale. All that pain and misery...and loneliness," she looked at them, "And it just made it kind."

"But you couldn't have known how it would react."

"YOU couldn't. But I've seen it before," she smiled at him, "Very old and very kind, and the very, very last. Sound a bit familiar?"

The Professor sighed, "Amy…there's something you need to understand," Amy looked at her, "There  _was_  another Time Lord, like us, the very last our kind, us and him, we were all that was left. Very old and the very last…and he was a cruel, vindictive, psychopath," Amy's eyes widened, "He fooled nearly the entire planet into thinking he was a good and honorable man and then almost destroyed the Earth, twice, and he didn't care," Amy swallowed hard, "So you see why we  _couldn't_  put stock in the Star Whale remaining kind?" Amy nodded, blinking back tears as she realized she really  _had_  only had a 50/50 chance of being right, "So…" the Professor smiled, hugging her a bit, "Next time, we'll all be more careful, yeah?"

"Yeah," Amy laughed, pulling away slightly to open her other arm for the Doctor to hug her as well, "But you know what…"

"What?" the Doctor asked.

"Gotcha," she pulled away.

He laughed, "Ha! Gotcha."

~8~

The trio walked through the market, back towards the TARDIS, the Doctor and Professor hand-in-hand, though the Doctor was playfully swinging their hands back and forth.

"Shouldn't we say goodbye?" Amy asked, "Won't they wonder where we went?"

"For the rest of their lives," the Doctor nodded, "Oh, the songs they'll write! Never mind them. Big day tomorrow."

"Sorry, what?"

"It's always a big day tomorrow," the Professor turned to her, "We've got a time machine. And he," she nodded at the Doctor, "Skips the little ones."

The Doctor unlocked the TARDIS.

"You know what I said about getting back for tomorrow morning..." Amy began, "Have you ever run away from something because you were scared, or not ready, or just...just because you could?"

"Once...a long time ago," the Doctor nodded.

"What happened?"

"Took me ages to find it again," the Doctor turned to the Professor, kissing the side of her head, "And I regretted every day before that."

A phone started to ring.

"Right," Amy nodded, swallowing, "There's something I haven't told you. No…hang on, is that a phone ringing?" they stepped into the TARDIS to hear the phone truly was ringing, "People phone you?"

"Well, it  _is_  a phone box," the Professor countered.

"Would you mind?" the Doctor nodded to the phone as the two of them got to work, preparing for dematerialization.

Amy looked at the phone and answered it, "Hello? Sorry, who? No, seriously. Who?" she pressed it to her shoulder, "Says he's Prime Minister. First the Queen, now the Prime Minister," she smirked at the Doctor, "Get about, don't you?"

"Which Prime Minister?" the Professor asked, glancing up at Amy as she pulled a lever.

"Er, which Prime Minister?" she nodded a moment later and turned to them, "The British one."

"Which British one?" the Doctor asked.

"Which British one?" her eyes widened and she handed the phone over, "...Winston Churchill for you."

"Oh!" he grinned, taking the phone, "Hello, dear. What's up?"

"Tricky situation, Doctor," Churchill replied, "Potentially very dangerous. I think I'm going to need you."

"Don't worry about a thing, Prime Minister. We're on our way."

He hung up, kicked a lever up, and the TARDIS was off.

* * *

**Notes for the Chapter:**

> I SO wouldn't mind having the Doctor on a leash, would you? And what did I say, is Keta synching up or what? This is definitely going to be an ongoing theme for the 11s, them finishing each other's thoughts :)
> 
> I had to add that reference to the Master in here. When I saw the episode I couldn't help but think that Amy couldn't be sure the Whale was benign, especially when the other 'last of its kind' Time Lord was cruel and manipulative. And poor Amy, getting stuck witnessing their moments together...
> 
> Next chapter we may see an infamous trait of the Professor's last incarnation appear :)


	3. Victory of the Daleks

The TARDIS materialized in a small sort of storage room, the Doctor and Professor stepping out, only to see a few soldiers pointing guns at them. The Doctor glanced at the Professor but she simply stood there, a bit tense, but not drawing her blaster just yet, a far cry from her last persona. She glanced back at him and sent him a small wink, making him shake his head, it would take a bit of doing to get used to this new her.

A moment later the soldiers parted as a larger man entered the room.

"Professor, Amy..." the Doctor grinned, introducing them, "Winston Churchill."

"Doctor?" Churchill gaped, "Is it you?"

Amy stepped out of the TARDIS, the Professor having told her to stay inside till they called for her. They'd seen the soldiers on the monitor the Professor had brought up and wanted to be sure she'd be safe first. She couldn't help but stare at the man in amazement.

"Oh, Winston, my old friend!" the Doctor moved to shake his hand but Churchill just held out his hand, as though he wanted something, "Ah, every time!"

"What's he after?" Amy asked.

"TARDIS key, of course."

"Think of what I could achieve with your remarkable machine, Doctor!" Churchill cried, "The lives that could be saved!"

"Ah, doesn't work like that," the Doctor shook his head, closing the door behind Amy.

"Must I take it by force?"

"I'd like to see you try," the Professor laughed, "You'll be hard pressed to get past me."

"But you are merely a woman," he countered good naturedly, "It would be very easy."

She smiled, "Technically I'm a Time Lady…and I can disable all your men before you could blink."

The men glanced at each other a moment, not sure if she was being serious. Churchill looked at the Doctor.

"She can," he nodded, putting his arm around her waist. He loved that, just because she really could disable them all, she wouldn't. She was really so,  _so_  different than how she had been. Last time, she wouldn't have even let him out of the TARDIS until she'd taken care of the men, and look at her now, just standing there calmly with him, partially joking about taking out the men around her. He couldn't help but give her a squeeze.

"At ease," Churchill called and the soldiers lowered their rifles.

"You rang?"

Churchill motioned for them to follow as he turned and walked out of the storage closet and into a corridor, the sound of bombing above them, "So you've changed your face, again," he remarked.

"Yeah, well, had a bit of work done," the Doctor shrugged, "The Professor as well, though I personally don't think she needed it," he grinned at her, making her roll her eyes playfully at him, "Beautiful then, beautiful now."

"Got it, got it, got it!" Amy cheered suddenly, "Cabinet War Rooms, right?"

"Top secret heart of the War Office, right under London," the Professor nodded, looking around.

"You're late, by the way," Churchill added.

"Requisitions, sir," a young woman came up and handed him a clipboard.

"Excellent," he took it, handing his cane to the Doctor to hold.

"Late?" the Doctor frowned.

"I rang you a month ago…"

"Really? Sorry. Sorry, it's a Type 40 TARDIS."

"Yes, of course," the Professor nodded, before turning to look at Amy with a secretive, joking smile, "It's the  _TARDIS's_  fault."

"I'm just running her in," the Doctor agreed.

Amy smirked at that and the Professor couldn't help but laugh, sarcasm was entirely lost on this incarnation.

"Something the matter, Breen?" Churchill asked as he handed back the clipboard, "You look a little down in the dumps."

"No, sir," Breen hugged the clipboard to her, "Fine, sir."

"Action this day, Breen! Action this day!"

"Yes, sir," she nodded, casting a glance at Amy and the Professor, before leaving.

"Excuse me, sir," another officer called, "Got another formation coming in, Prime Minister. Stukas, by the look of them."

"We shall go up top then, Group Captain!" Churchill ordered, "We'll give 'em what for! Coming, Doctor?"

"Why?" the Doctor frowned.

Churchill snatched back his cane, "I have something to show you."

The Doctor's eyes widened and he mouthed 'ooh,' before taking the Professor's hand and heading off after Churchill, Amy following behind.

~8~

They stood in the lift of the War Rooms, Churchill puffing on a cigar as the Doctor and Professor tried to wave away the smoke, the Professor's nose crinkling a bit at the smell.

"We stand at a crossroads, Doctor," Churchill began, "Quite alone, with our backs to the wall. Invasion is expected daily. So I will grasp with both hands anything that will give us an advantage over the Nazi menace."

"Such as?" the Doctor asked.

The lift stopped and Churchill opened the gate, "Follow me," he led them out, onto a rooftop, midday, looking out at London. There were sandbags on the roof as a man in a white lab coat stood, watching the sky with binoculars.

"Wow!" Amy breathed, seeing barrage balloons all over London, German planes in the distance.

"Doctor, this is professor Edwin Bracewell, head of our Ironsides Project," Churchill introduced.

The Doctor flashed him a 'V for Victory' sign with the Professor gave him a light salute.

"How d'you do?" Bracewell, an older man in spectacles, waved down at them, before turning back to the sky.

"Oh, Doctor...Professor, it's..." Amy was at a loss for words.

"History," the Professor nodded.

"Ready, Bracewell?" Churchill called.

"Aye aye, sir," Bracewell gave him a thumbs up, "On my order! Fire!"

From within the sandbagged area of the roof, a laser shot out at the German planes, destroying them in an instant.

The Doctor and Professor tensed, recognizing the laser.

"What was that?" Amy breathed in wonder.

"That wasn't human," the Doctor muttered, "That was never human technology."

"That sounded like..." the Professor looked at him, startled.

"Show us!" he ran to a ladder, climbing up to the roof with the Professor behind, "Show us what that was!"

"Advance!" Bracewell ordered.

"Our new secret weapon!" Churchill cried as a Dalek trundled out from behind the sandbags, painted in army khaki with a utility belt around it, a small union flag under its eye stalk. The Doctor and Professor could only look on, horrified, "What do you think? Quite something, eh?"

"What are you doing here?" the Doctor demanded of the Dalek, subtly grabbing the Professor's arm to keep her from grabbing her blaster, more from habit than anything.

"I am your soldier," it replied.

"What?" the Professor shook her head.

"I am your soldier."

"Stop this," the Doctor ordered, "Stop now! You know who we are, you always know."

"Your identity is unknown."

"Perhaps I can clarify things here, this is one of my Ironsides," Bracewell added.

"Your  _what_?" the Professor looked at him.

Bracewell just turned to the Dalek, "You will help the Allied cause in any way that you can?"

"Yes," it replied.

"Until the Germans have been utterly smashed?"

"Yes."

"And what is your ultimate aim?"

"To win the war!"

~8~

The Doctor and Professor stood in Churchill's office, looking at the diagrams and blueprints of the Daleks.

"They're Daleks," the Professor tried to tell the man before them, "They're called  _Daleks_!"

"They are Bracewell's Ironsides, Professor," Churchill shook his head, "Look! Blueprints, statistics, field tests, photographs. He  _invented_  them!"

"Invented them?" the Doctor scoffed, "Oh, no, no, no!"

"Yes! He approached one of our brass hats a few months ago. Fella's a genius."

"A Scottish genius, too," Amy smiled, "Maybe you should listen to..."

"Shh!" the Doctor hissed, "He didn't invent them! They're alien."

"Alien?" Churchill eyed him oddly.

A Dalek glided by the doorway and the two aliens within froze, waiting till it moved on.

"And totally hostile!" the Professor hissed.

"Precisely," Churchill nodded, "They will win me the war!"

He turned over a blueprint to reveal a propaganda poster of a large Dalek before heading out of the room.

"Why won't you  _listen_?" the Doctor cried, frustrated, as they followed him, "Why call me in if you won't listen to me?"

"When I rang you a month ago, I must admit, I had my doubts. The Ironsides seemed too good to be true."

"Yes! Right! So destroy them! Exterminate them!"

"But imagine what I could do with a hundred! A thousand!"

"We are imagining," the Professor frowned, watching cautiously as another Dalek passed them.

"Amy, tell him," the Doctor turned to her.

"Tell him what?" Amy frowned.

"About the Daleks!"

"What would I know about the Daleks?"

"Everything. They invaded your world, remember? Planets in the sky, you don't forget that!"

"Amy..." the Professor eyed her, "Tell us you remember the Daleks."

"Nope, sorry," she shook her head.

"That's not possible," the Doctor frowned as they entered the Map Room, women and men manning the radios, moving figures over a map.

"And 6...2357, over!" Breen was on a radio, "2357, over!"

The Professor spotted yet another Dalek down a hall as they entered the room, that made three so far, "They're up to something," she determined as they stood in the back, by the wall, eyeing the Dalek as it entered, "But what is it? What are they after?" there were too many probabilities, possibilities of what the Daleks could want, they would need more data before a solid theory could be established...

"Well, let's just ask, shall we?" Amy walked over to it.

"Amy...Amelia!" the Doctor hissed.

Amy just tapped the Dalek on its head and it swiveled to look at her, "Can I be of assistance?"

"Oh," she smiled, "Yes. Yes! See, my friends reckon you're dangerous. That you're an alien. Is it true?"

"I am your soldier."

"Yeah. Got that bit. Love a squaddie. What else, though?"

"Please excuse me. I have duties to perform."

The Doctor shook his head, going back over to Churchill with the Professor, snatching the cigar out of his mouth, "Winston, Winston, please."

"We are waging total war, Doctor!" Churchill retorted, "Day after day, the Luftwaffe pound this great city like an iron fist."

"Wait till the Daleks get started," the Professor scoffed.

"Men, women, and children slaughtered. Families torn apart. Wren's churches in flames."

"Try the Earth in flames!"

"I weep for my country, I weep for my empire. It is breaking my heart."

He moved around the table but the duo followed, "But you're resisting, Winston!" the Doctor tried to get through to him, "The whole world  _knows_  you're resisting! You're a beacon of hope."

"But for how long?" he signed more papers, "Millions of innocent lives will be saved if I use these Ironsides now!"

"Can I be of assistance?" a Dalek walked over.

"Shut it!" the duo snapped.

"Listen to us," the Professor turned to Churchill, "Just  _listen_! The Daleks have no conscience, no mercy, no pity. They are our oldest and deadliest enemy. You  _cannot_  trust them!"

"If Hitler invaded hell, I would give a favorable reference to the Devil!" Churchill cried, "These machines are our salvation!" a siren sounded, "Oh, the all-clear. We are safe. For now."

And with that, he turned and left the room.

The Doctor and Professor just watched as the Dalek turned and left as well.

"It's the all-clear," Amy walked over to them, "Are you ok?"

"What does hate look like, Amy?" the Doctor asked her.

"Hate?"

"It looks like a Dalek," the Professor replied.

"And we're going to prove it," the Doctor tossed a cap in his hand onto a table, before walking out of the room with the Professor.

~8~

The Doctor, Professor, and Amy strode into Bracewell's lab, the two quickly starting to check the equipment as Amy went to just look around.

"Alright, prof!" the Doctor called, "The PM's been filling us in. Amazing things, these Ironsides of yours. Amazing. You must be very proud of them."

"Just doing my bit," Bracewell smiled.

"Not bad for a Paisley boy," Amy picked up a spanner as the Doctor dropped into a chair and looked at a file with the Professor reading over his shoulder, her hand resting on it in comfort.

"Yes, I thought I detected a familiar cadence, my dear."

"How did you do it?" the Professor looked at him, "Come up with the idea?"

"How does the muse of invention come to anyone?"

The Doctor tossed the file onto the desk behind them, "But you get a lot of these clever notions, do you?"

"Well, ideas just seem to teem from my head! Wonderful things! Like...let me show you," he moved them over to another desk and pulled out more files, "Some musings on the potential of hypersonic flight. Gravity bubbles that could sustain life outside of the terrestrial atmosphere! Came to me in the bath!"

"And are these your ideas or theirs?" the Professor asked him.

"No, no, no, no. These robots are entirely under my control. They are..." a Dalek brought him tea, "Thank you...the perfect servant and the perfect warrior."

"I don't know what you're up to, Professor Bracewell," the Doctor began, "But whatever they've promised, you cannot trust them! Call them what you like, the Daleks are death!"

"Yes, Doctor," Churchill entered with a Dalek behind him, "Death to our enemies! Death to the forces of darkness, and death to the Third Reich!"

"Yes, Winston, and death to everyone else too!" the Professor shouted. Why were these humans not  _listening_  to them?

"Would you care for some tea?" a Dalek trundled up to them.

The Doctor smashed the tray off of its sucker arm and glared at it, "Stop this! What are you doing here? What do you want?"

"We seek only to help you."

"To do what?" the Professors snapped.

"To win the war."

"Really?  _Which_  war?"

"I do not understand."

"This war, against the Nazis? Or  _your_  war? The war against the rest of the Universe? The war against all life forms that are not Dalek?"

"I do not understand. I am your soldier."

"Oh, yeah?" the Doctor scoffed. He glanced at the Professor, ' _Have you got my back?_ '

' _Always,_ ' she nodded, her hand moving for her blaster.

"Ok," he turned around and picked up a giant spanner, "Ok, soldier, defend yourself!" and then he smashed it against the Dalek.

"Doctor, what the devil..." Bracewell moved forward to try and stop him but the Professor deftly stepped in his way, her blaster out, forcing him to step back.

"You do not require tea?" the Dalek asked, but the Doctor just kept striking it.

"Stop it!" Bracewell shouted, "Prime Minister, please!"

"Doctor, please, these machines are precious," Churchill tried, but neither could move closer with the Professor's blaster aimed at them, keeping them back from the Doctor.

"'Dalek' and 'precious' should  _never_  be used in the same sentence," she called.

"Come on!" the Doctor egged the creature on, "Fight back! You want to, don't you? You know you do!"

"I must protest!" Bracewell tried once more.

"What are you waiting for?" the Doctor glared, "You hate us. You want to kill us. Well, go on! Kill me. Kill me!" he struck it again.

"Doctor, be careful!" Amy pulled him back.

"Please desist from striking me," the Dalek requested, "I am your soldier."

"You are our enemy!" the Doctor hit it again, "And we are yours! You are everything we despise! The worst thing in all creation. We've defeated you time and time again, we've defeated you. The Professor destroyed millions of your kind. I sent you all back into the Void! We saved the whole of reality from you! She is the Professor! I am the Doctor! And you are the Daleks!" he kicked the Dalek and it went rolling back.

"Correct," the Dalek swiveled back to him, "Review testimony."

"'She is the Professor. I am the Doctor. And you are the Daleks!'" a recording played.

"Testimony?" the Professor frowned, her mind racing at the possibilities of what that could mean, "What are you talking about, 'testimony?'"

"Transmitting testimony now," the second Dalek wheeled over to the first.

"Transmit what, where?" the Doctor demanded.

"Testimony accepted!"

"Get back!" the Professor shouted, pushing them back as she aimed her blaster at the Daleks, "All of you!"

"Marines!" Churchill called, "Marines! Get in here!"

Two Marines entered but a single Dalek killed them with its laser.

"Stop it!" Bracewell shouted, "Stop it, please! What are you doing? You are my Ironsides!"

"We are the Daleks!" the first Dalek shouted.

"But I created you!"

"No," it shot Bracewell's hand, revealing a stump of wire and circuitry, " _We_  created  _you_!"

"Victory!" the Daleks cheered, "Victory! Victory!"

The Professor sent a blast at them but they teleported out a split second before.

"What just happened?" Amy breathed.

"We wanted to know what they wanted," the Professor murmured, "What their plan was…"

" _We_  were their plan!" the Doctor shouted as they ran out of the room.

"Hey!" Amy ran after them, following them back to the storage room where the TARDIS was hidden.

"'Testimony accepted!'" the Doctor muttered, "That's what they said! Our testimony."

"Don't beat yourself up. You were right," Amy paused, watching the Doctor unlock the TARDIS, "What do we do? Is this what we do now? Chase after them?"

"This is what  _we_  do," the Professor corrected her, "It's dangerous, so wait here."

"What, so you mean I've got to stay safe down here in the middle of the London Blitz?" Amy asked as Churchill ran up.

"Safe as it gets around us," the Doctor nodded, waving as they ran into the TARDIS, leaving the humans to watch it disappear.

~8~

The TARDIS appeared in a small room off to the side of the main chamber of the Dalek ship, the three Daleks were positioned before a gate-like chamber when they stepped out. The Daleks automatically swiveled to look at them.

"How about that cuppa now, then?" the Doctor grinned, rubbing his hands together.

"It is the Doctor and Professor!" one of the Daleks shouted, "Exterminate!"

"Wait, wait, wait!" the Doctor shouted as the Professor grabbed her blaster and aimed it dead at its eye stalk, "I wouldn't if I were you!" he pulled out a small, round, yellow object with a red center, holding it out before him, "TARDIS self-destruct. And you know what that means. My ship goes, you all go with it."

"You would not use such a device," another Dalek remarked.

"Try me," he threatened as the first Dalek tried to move forwards, "Ah, ah, ah, ah, ah. No scans! No nothing! One move and I'll destroy us all, you got that? TARDIS bang-bang, Daleks boom!" the Dalek moved back, "Good boy," he glanced back at the Professor who stepped back to examine the equipment, his gaze lingering on her before he managed to pull it away. The way she looked, holding out her blaster, sent a shiver down his spin, and not a bad one. He shook his head, he needed to focus on the Dalek threat and not how appealing she looked just then. It was odd to think of her with a weapon appealing, given how much his last body had been against guns and violence in general, but there was just something about her now...he shook his head, now was REALLY not the time...

The Professor didn't seem to catch his thoughts, far too focused on examining the equipment while still keeping her attention on the Daleks. She knew she couldn't fire at them, really only using the blaster to give them more pause in attacking. She was fast, yes, but by the time she'd fired the first blast the other two would have retaliated. She didn't care if she was hit in the process of ending them, but she was not about to risk the Doctor.

"The ship's beaten up," she reported, "Running on empty."

"When we last met, you were at the end of your rope," the Doctor turned to the Daleks, "Finished."

"One ship survived," the second Dalek replied.

"And you fell back through time, yes? Crippled? Dying?"

"We picked up a trace. One of the Progenitor devices."

"Progenitor?" the Professor frowned, going through a mental catalogue all the Academics had compiled of every bit of Dalek technology utilized during the war, trying to figure out what it was.

"What's that when it's at home?" the Doctor wondered.

"It is our past," the Dalek replied, "And our future."

"Oh, that's deep," he looked at the Professor, just slightly impressed, "That is deep for a Dalek. What does it mean, though?"

"It's a device that contains pure Dalek DNA," the Professor told him.

"Thousands were created," the last Dalek added, "All were lost, save one."

"Ok," he nodded slowly, "But there's still one thing we don't get, though, if you've got the Progenitor, why build Bracewell?"

"It was...necessary," the second Dalek replied.

"But why?" he frowned, "Oh I get it. Oh, I get it! I get it. Oh ho, this is rich!" he looked at the Professor to see her nodding as well.

"The Progenitor wouldn't recognize you," she reasoned, "It saw you as impure, the DNA is unrecognizable as Dalek."

"A solution was devised," the Dalek stated.

"Yes, yes, yes," the Doctor nodded, "Us. Our testimony. So you set a trap, you knew that the Progenitor would recognize one of us. The Daleks' greatest enemies! It would accept our word. Our recognition of you," the Dalek turned to the instrument panel behind it, "No, no, no. What are you doing?" he held out the button again.

"Withdraw now or the city dies in flames," the third Dalek threatened.

"This ship is a wreck, you don't have the power to destroy London," the Professor stated.

"Watch as the humans destroy themselves," the Dalek turned to a panel and its sucker extended, a hum starting up, collecting a beam of light, jettisoning it towards London. They watched in horror as a small speck of light lit up on the planet below.

"Turn those lights off now!" the Doctor shouted, realizing that almost every light must have been turned on for them to see that speck, "Turn London off or I swear I will use the TARDIS self-destruct!"

"Stalemate, Doctor," the second Dalek turned to him, "Leave us and return to Earth."

"Oh, that's it? That's your great victory? You leave?"

"Extinction is not an option. We shall return to our own time and begin again."

"No, no, no! We won't let you get away this time! I won't!"

There was a whoosh and then a thrumming.

"We have succeeded, DNA reconstruction is complete," the third Dalek reported.

The Daleks glided back from the gate, now enveloped in a red light. The doors slid open.

"Observe, Doctor, Professor, a new Dalek paradigm!" the second Dalek cheered. They watched in horror as new, larger Daleks rolled out, each in a different color, red, orange, yellow, blue and white, "The Progenitor has fulfilled our new destiny. Behold, the restoration of the Daleks! The resurrection of the master race!"

"All hail the new Daleks!" the first Dalek said, "All hail the new Daleks!"

"Yes, you are inferior!" the white Dalek replied in a deeper, more sinister voice.

"Yes."

"Then prepare."

"We are ready!" the three Daleks stated.

"Cleanse the unclean! Total obliteration! Disintegrate!"

The blue Dalek fired at the first and third Dalek while the red one took care of the middle Dalek.

"Blimey, what do you do to the ones who mess up?" the Doctor breathed.

"You are the Doctor and Professor!" the white Dalek turned on them, "You must be exterminated!"

The Doctor held up the button, "Don't mess with me, sweetheart!"

"We are the paradigm of a new Dalek race. Scientist, Strategist, Drone, Eternal, and the Supreme."

"Which would be you," the Professor eyed the white Dalek, stepping closer to the Doctor so she would be more in line with the white Dalek's eye stalk should she need to fire her blaster.

"Well, you know, nice paint job," the Doctor remarked, "I'd be feeling pretty swish if I looked like you. Pretty supreme. Question is, what do we do now? Either you turn off your clever machine or I'll blow you and your new paradigm into eternity."

"And yourselves," the white Dalek remarked.

"Occupational hazard," the Professor shrugged.

"Scan reveals nothing!" the blue Dalek announced, "TARDIS self-destruct device non-existent!"

"Alright," the Doctor bit into the cookie, "It's a Jammie Dodger, but I was promised tea!"

A siren sounded and the blue Dalek moved to a scanner, "Alert! Unidentified projectile approaching!" the Doctor ran to a second scanner as the Professor aimed her blaster at the Daleks, guarding him, "Correction. Multiple projectiles!"

"What have the humans done?" the white Dalek demanded.

"Don't know," the Doctor shrugged.

"Explain! Explain! Explain!"

The comm. crackled to life, "Danny Boy to Time Lords! Danny Boy to Time Lords! Are you receiving me? Over."

The Doctor stood up and grinned, "Oh, Winston! You beauty!"

"Danny Boy to Time Lords! Come in. Over."

"Loud and clear, Danny Boy!" the Professor shouted, hearing the noise of an RAF biplane soaring, "The big dish on the side of the ship, take it out! Over!"

There was the sound of small firing and lasers, a crash here and there as the biplanes were destroyed.

"Exterminate the Doctor and Professor!" the white Dalek cried.

The Doctor ran for the TARDIS, the Professor shooting back at the Daleks as they ran.

"Danny Boy to Time Lords..." the pilot came in over the TARDIS comm., "Only me left now. Anything you can do? Over."

"Time Lords to Danny Boy..." the Professor picked up a small comm. as they worked around the console, "Time Lords to Danny Boy. We can disrupt the Dalek shields, but not for long. Over."

"Good show! Go to it. Over."

The Doctor started up the TARDIS as they both danced around the console, working frantically at the controls. Listening in on the comm. until there was a massive crash that shook the ship.

"Danny Boy to Time Lords...going in for another attack!"

They cheered, realizing the pilot had destroyed the dish.

"Time Lords to Danny Boy," the Doctor took the comm., "Time Lords to Danny Boy. Destroy this ship! Over."

"What about you, Doctor?"

"We'll be ok."

"Doctor!" the Professor shouted as a projection sprang up above the doors.

"Doctor!" the white Dalek appeared, "Professor! Call off your attack!"

"Ah ha, what?" the Doctor scoffed, "And let you scuttle off back to the future? No fear. This is the end for you. The final end!"

"Call off the attack or we will destroy the Earth."

"We're not stupid, mate! You've just played your last card!"

"Bracewell is a bomb."

The Professor paused, she hadn't touched the man, there was no way she could know for certain if they were lying.

The Doctor hesitated as well, "You're bluffing. Deception's second nature to you. There isn't a sincere bone in your body. There isn't a bone in your body!"

"His power is derived from an Oblivion Continuum! Call off your attack, or we will detonate the android."

"No! This is our best chance ever! The last of the Daleks! We can rid the Universe of you, once and for all!"

"Then do it. But we will shatter the planet below! The Earth will die screaming!"

"And if we let you go," the Professor frowned, "You'll be stronger than ever. A new race of Daleks."

"Then choose, Professor! Destroy the Daleks or save the Earth. Begin countdown of Oblivion Continuum! Choose, Doctor! Choose! Choose!"

The Doctor looked at the Professor, both of them sharing a grim look. They had both been responsible at one point or another for the destruction of a civilization, whether it was on a planet-wide scale like Gallifrey or a thriving city like Pompeii…they  _couldn't_  destroy another.

The Doctor picked up the comm., "Time Lords to Danny Boy. Time Lords to Danny Boy. Withdraw."

"Say again, sir," the pilot called, "Over."

"Withdraw," the Professor ordered, "Return to Earth. Over and out."

"But ma'am…"

"There's no time," the Doctor cut in, "You have to return to Earth now! Over!"

They turned to the controls, getting to work.

~8~

The TARDIS materialized in the storage room once more, the Doctor and Professor running out and back to the Map Room.

The Professor ran in and, doing the first thing that popped into her head, quickly chopped Bracewell in the shoulder junction of his neck with her right hand before grabbing it as it came in contact with the metal beneath the skin, bruising it soundly. Bracewell, though, fell to the ground in pain.

"Professor!" Amy gasped, appalled, while Churchill looked on, stunned, the girl, it seemed, really  _was_  a fighter.

"Ow!" she shook her hand, "Sorry, Bracewell."

"You're a bomb!" the Doctor told him, "An inconceivably massive Dalek bomb."

"What?" Bracewell breathed.

"There's an Oblivion Continuum inside you," the Professor told him, cradling her hand to her chest, it was most certainly at least partially fractured, "A captured wormhole that provides perpetual power. Detonate that, and the Earth will bleed through into another dimension."

The Doctor knelt to the left of the man and pulled out the sonic, ripping open Bracewell's shirt, "Now keep down!" he flashed the sonic over it and his chest opened to reveal the metal skin underneath. There was a circular pad in five sections, glowing blue, in the center of Bracewell's chest.

One section started to turn yellow.

"Well?" Amy looked on as the Professor knelt down across from the Doctor on the right of Bracewell.

"I dunno, I dunno, I dunno!" he shook the sonic, "Never seen one up close before!"

"I have," the Professor remarked, "But never inside a living organism," she looked at the Doctor, "If we open him up, he'll die. And if he dies before we defuse the Oblivion Continuum it'll activate."

"So, what, they've wired him up to detonate?" Amy frowned.

"Not wired him up!" the Doctor shook his head, "He is a bomb. Walking, talking…" he made an exploding effect, "Exploding! The moment that flashes red."

"There's...a blue wire or something you have to cut, isn't there? There's always a blue wire," the Doctor stood up, "Or a red one."

"You're not helping!"

"It's incredible," Churchill breathed, "He talked to us about his memories. The Great War..."

The Doctor tossed the sonic between his hands, trying to think.

"Someone else's stolen thoughts, implanted in a positronic brain," the Professor reasoned.

"Tell us about it," the Doctor knelt down again, "Bracewell! Tell us about your life!"

"Doctor, I really don't think this is the time!" Bracewell began.

"Tell us and prove you're human," the Professor told him, seeing the Doctor's idea, "Tell us everything."

The section turned red, the next fading to yellow.

"My family ran the post office. It's a little place just near the abbey. Just by the ash trees. There used to be eight trees but...but there was a storm."

"And your parents?" the Doctor hurried him, "Come on! Tell us!"

"Good people. Kind people. They...they died. Scarlet fever."

"What was that like? How did it feel?"

"Please..."

"How did it make you feel, Edwin? Tell us! Tell us now!"

"It hurt. It hurts, Doctor, so badly. Like a wound…"

The second section was red, the third turning yellow.

"It was worse than a wound," Bracewell continued, "Like I'd been emptied out. There was nothing."

"Good. Remember it now, Edwin! The ash trees by the post office and your mum and dad and losing them and men in the trenches you saw die...remember it! Feel it, because you're human."

The third section turned red.

"You're not like them," the Professor reminded him, "You are  _not_  like the Daleks!"

"It hurts!" he moaned, "It hurts so much!"

"Good!" the Doctor nodded, "Good! Good! Brilliant! Embrace it…"

The fourth section turned red.

"That means you're alive!" the Doctor tried, frantic, "They cannot explode that bomb, you're a human being! You are flesh and blood! They cannot explode that bomb! Believe it! You are Professor Edwin Bracewell! And you, my friend, are a human being!"

The fifth section began to turn yellow.

The Doctor looked at the Professor, alarmed, fearful, "It's not working, I can't stop it!"

The Professor reached out her left hand, grabbing his right, holding it tightly as she raced to think of something, they needed to calm him down...

Amy eyed them a moment, looking at their hands, before stepping forward and kneeling down by the Doctor, "Hey…Paisley. Ever fancied someone you know you shouldn't?"

"W...what?" Bracewell looked at her.

"Hurts, doesn't it?"

The last section froze.

"But kind of a good hurt," she smiled.

"I really shouldn't talk about her."

"Oh," the Professor began to smile, glancing at Amy to grin broadly, before turning back to Bracewell, "There  _is_  a her."

The fifth section turned blue.

"What was her name?" the Doctor asked.

"Dorabella," Bracewell breathed.

The forth section turned blue.

"Dorabella?" the Doctor smiled, "It's a lovely name, it's a beautiful name."

"What was she like, Edwin?" Amy asked.

"Oh...such a smile," he murmured.

The third section turned blue.

"And her eyes..." he sighed, "Her eyes were so blue...almost violet. Like the last touch of sunset on the edge of the world..."

And the second became blue as well.

"Dorabella..."

And finally the first.

"Welcome to the human race," the Doctor laughed.

"Amy you were brilliant!" the Professor leaned across Bracewell and gave the girl a one armed hug.

"Now!" the Doctor jumped up, "We gotta stop them!" he took the Professor's uninjured hand and tried to pull her out of the room, "Stop the Daleks!"

"Wait!" Bracewell called, "Doctor! Professor! Wait...wait," they stopped and Bracewell sat up, "It's too late. Gone. They've gone."

"No, no, no! They can't! They can't have got away from us again!"

"No, I can feel it, my mind is clear. The Daleks have gone."

The Doctor fell against a pole beside him, drained, the Professor letting her head drop with a breath, her forehead resting on his shoulder, their hands still tightly clasped.

"It's ok!" Amy tried to cheer them, "You did it. You stopped the bomb. Doctor? Professor?"

"We had a choice Amy," the Professor sighed, feeling...stupid. She should have seen this coming, she should have spotted it. She was typically so good at spotting traps and ploys, her training had made sure of that, but with these Daleks...she'd let herself grow angry, it clouded her judgment. She had always told the Doctor that anger was the shortest distance to a mistake, and she'd allowed herself to reach that point. She should have had more control over herself. She rubbed her head and looked at Amy, "They  _knew_  we'd choose the Earth."

"The Daleks have won," he swallowed hard, squeezing the Professor's hand, sensing her thoughts. She was by no means stupid, she was brilliant, they both were, and they'd  _both_  fallen for it, "They beat us. They've won."

"But you saved the Earth," Amy reminded them, "Not too shabby, is it?" they looked up at Churchill and all the other humans, all gathered around them, smiling, "Is it?"

"No," the Professor smiled slowly.

"It's not too shabby," the Doctor agreed.

"It's a brilliant achievement, my dear friend," Churchill held out a cigar, "Here, have a cigar!"

"No..." he waved it off, his arm moving around the Professor's shoulder, both still hurt from the loss.

~8~

"Where's the Doctor?" the aliens heard Amy ask as they entered the Map Room where she and Churchill were standing.

"Tying up loose ends," the Doctor called, "We've taken out all the alien tech Bracewell put in."

"Won't you reconsider, Doctor?" Churchill turned to him, "Those Spitfires would win me the war in 24 hours!"

"Exactly," the Doctor took a sip of a tea he'd picked up from the table and spit it out back into the cup as he moved to lean against the map table.

"But why not? Why can't we put an end to all this misery?"

"Oh, it doesn't work like that, Winston," the Professor told him as she looked up at him, flexing her fingers just a bit from inside the white cast the Doctor had put on her hand, as it turned out, yes, she  _had_  broken her hand chopping Bracewell.

' _Catch me doing that again,_ ' she laughed to the Doctor silently.

' _That couldn't have happened earlier, could it?_ ' he asked her, rubbing the juntion of his own neck in memory of the times he himself had been chopped by her.

She just shook her head and moved to sit beside him, giving him a small kiss on the cheek, ' _Better?_ '

' _A bit,_ ' he smiled at her.

"It's going to be tough, though" she added to Churchill, out loud, "There  _are_  terrible days to come. The darkest days. But you can do it. You know you can."

"Stay with us and help us win through!" Churchill pleaded, with the Doctor's brilliance and the Professor's obvious experience in the field of war the Nazis wouldn't know what hit them, "The world needs you both."

"The world doesn't need us," the Doctor waved him off.

"No?"

"The world's got Winston Spencer Churchill!"

Churchill laughed, "It's been a pleasure, as always."

"Too right," he reached forward and hugged the man.

"Goodbye, Doctor."

"Oh, shall we say adieu?"

"Indeed," Churchill pulled back and went to hug the Professor as well, "Professor," before turning to Amy, "Goodbye, Miss Pond."

"It's…it's been amazing," Amy told him, "Meeting you."

"I'm sure it has!"

Amy kissed him on the check and he turned to head for the door, "Oi, Churchill!" she held out her hand, "TARDIS key. The one you just took from the Doctor."

The Doctor nearly choked on his tea and patted his pockets, looking at Churchill in shock.

"Oh, she's good, Doctor," the man laughed, "As sharp as a pin!" he moved his hand to his pocket and felt for the key, before frowning.

The Professor smiled and held up the key herself, "You and Amy aren't the only pickpockets around here," she laughed before placing the key in the Doctor's pocket, safe and sound.

The Doctor had to admit she was a dab hand a pick pocketing, half the time she got his sonic off him before he even realized she had it.

"Just as sharp as me!" Churchill laughed again, lighting his cigar, "KBO!"

~8~

Bracewell was standing stoically in his office, waiting, as the trio stepped in.

"I've been expecting you," he sighed and turned around, a black leather glove now over his stump, "I knew this moment had to come."

"Moment?" the Doctor frowned.

"It's time to deactivate me."

"Is it?" he glanced at the girls beside him, "Oh...yeah..."

"You have no choice. I'm Dalek technology. Can't allow me to go pottering around down here where I have no business."

"No, you're dead right, professor Bracewell. 100 percent right. And by the time we get back here in..."

"Ten minutes?" the Professor suggested.

"More like 15," Amy shrugged.

"Fifteen minutes," he nodded, "Yeah, that's exactly what we're going to do. You are going to be so deactivated. It's going be like you've never even been...activated."

"Yeah."

"15 minutes?" Bracewell frowned.

"More like 20, if we're honest," the Professor added.

The Doctor nodded, "Once Pond, the Professor, and I see to the urgent thing…"

"Yes!" Amy pointed.

"…we've got to see to. The...the...see?"

"Very well, Doctor," Bracewell nodded, "I shall wait here and prepare myself."

Amy turned to the Professor quietly, "That Dalek tech's a little bit slow on the uptake," the Professor could only nod as Amy turned back to Bracewell, "That thing we've got to do. Gonna take half an hour, realistically, isn't it, Doctor?"

"Easily!" the Professor answered for him, "Maybe even an hour, especially knowing the Doctor and his timing…"

"So no running off, that's what we're saying," the Doctor looked pointedly at Bracewell, "Don't go trying to find that little post office with the ash trees or that girl...what was her name?"

"Dorabella…" Bracewell started to catch on.

"Dorabella. On no account go looking for her. Mind you, you can get a lot done in an hour."

Bracewell smiled and laughed, "Thank you Doctor! Thank you, Professor!"

"Come along, Pond!" the Doctor called, taking the Professor's free hand as they turned to leave.

~8~

"So, you have enemies then?" Amy asked as they headed for the TARDIS.

"Everyone's got enemies," the Professor reasoned.

"Yeah, but mine's the woman outside Budgens with the mental Jack Russell. You've got, like, you know, archenemies."

"Suppose so," the Doctor shrugged, leaning against the TARDIS, his arm around the Professor's waist.

"And here's me thinking we'd just be running through time, being daft and fixing stuff. But no, it's dangerous."

"Yup. Very. Is that a problem?"

"I'm still here, aren't I?" she eyed them a moment, "You're worried about the Daleks."

"We're always worried about the Daleks," the Professor sighed, resting her head on the Doctor's shoulder.

"It'll take time, though, won't it? There's still not many of them. They'll need a while to build themselves up."

"You don't know the Daleks," she murmured.

"And that's just it," the Doctor agreed, squeezing her, "There's something else. Something we've forgotten. Or rather you have."

"Me?" Amy frowned.

"You didn't know them, Amy," the Professor told her.

"You'd never seen them before," the Doctor nodded, "And you should have done. You should."

He turned and unlocked the TARDIS, stepping in with the Professor, a confused Amy following a moment later.

~8~

Amy sat in the chair by the console, eyeing the two aliens as they seemed to dance around the console, setting the controls. It was like a dance they both knew the steps to, both knowing their roles flawlessly, matching each other as they so often did.

"Have you ever loved someone you shouldn't?" she couldn't help but ask them. The question had been flittering around her mind since she'd said the words to Bracewell.

"My best friend," the Professor remarked, steadfastly keeping her gaze on the console, "My godson's father. My rival's pseudo-brother. My cousin's ex-husband. A madman…"

Amy paused a moment, "Five people?"

"Oh no," the Professor looked up with a little smile, "They were one in the same."

Amy blinked, a bit surprised, "What about you, Doctor?"

He frowned a moment, his gaze having been locked on the Professor since she had spoken, "No Amy, I've never  _truly_  loved anyone I shouldn't…but I did try to force myself to love someone I didn't."

"What happened?"

"Worst mistake of my life," he admitted, his gaze still on the Professor, "And I would give  _anything_  to go back and never make it."

The Professor frowned, "But  _some_  good came from it."

He swallowed, "Not enough."

Her eyes widened at his admission.

He loved his son, she  _knew_  he did, but her godson, bless his soul, took far too much after his mother than his father. It was hard for her to look at the child, seeing him look so much like her Theta, but act so much like Mayra. She could only imagine how painful it must have been for him…

And then he opened his mind to her, showing her everything. It wasn't that the child acted like Mayra for him…it was the fact that  _every time_  he looked at his son, he couldn't help but wish he belonged to  _her_ , that it was his child with  _her_ and not Mayra. He could imagine what the child would look like with her features, her personality…what  _their_  child would have been like…

He didn't regret having a son, but he did regret the fact that it wasn't with her.

And to hear that, even though he loved his son, he would have given him up to be with her first…to him, the only good thing that came out of that marriage  _was_  his son, and even he wasn't enough…

She walked around the console to him and reached out, taking his face softly in her hands before leaning his head down to rest his forehead against hers. She opened her mind, allowing him to see all the different combinations of children she had ever pictured the two of them might have when she was younger. The girls that blended his third incarnation and her fifth, the boys of his seventh and her fourth, the twins from her first and his first…all the different ones she had pictured over the centuries, even the more recent ones.

He opened his eyes and stared deep into hers, "Oh…" he breathed, smiling as he reached up a hand and brushed her cheek.

He wanted that,  _so much_.

He leaned forward and kissed her deeply.

Amy looked between the two, feeling like she'd entirely missed something.

* * *

**Notes for the Chapter:**

> What did I tell you? Keta withdrawl does wonders for fluff packed Keta scenes :) I've said in a few chapters when the Doctor or Professor talk about regeneration that they carry things over from one life to the next. Here, their relationship was so strained in Relapse and still not quite there for most of Rebound that they only really had their wedding and honeymoon before they regenerated. I feel like that almost longing for the closeness they once had and the closeness/openness/affection they had after the wedding was what carried over into their new bodies. They're being so fluffy because they've both been so starved of it recently and their wedding/honeymoon really opened the floodgates for them to express how much they do love and care about the other. The Professor also really hadn't gotten to be quite that open with the Doctor before, first with Rose there, then still trying to work through her fears and balance herself, then being a soldier, then trying to work past the remnants of being a soldier. She's loved the Doctor since she was 8 and, it's almost like what the Doctor said with the psychic pollen, her feelings have existed for 897 years, she has a lot of emotion to go on and here, in this body, she's really free to express it. We'll actually be seeing a bit of that idea from her in The Vampires of Venice.
> 
> As for the Professor's hand, I sort of like the idea of a few chapters where the Professor has a broken hand. She's been so...almost beyond human-like, for a while and I really wanted to show that even Time Lords get physically injured at times and need to heal. This is probably going to be the most feeling/expressive...human...version of the Professor we've seen and I felt like the hand just added to that. It's almost poetic that she broke her hand doing the one thing her last incarnation loved to do, it's like...the true end of an era, the chopping WAS her but not anymore...wow, that is deep.
> 
> Just a quick note, I'm not going to be doing the little scene crossing Flesh and Stone with The Vampires of Venice, sorry :( BUT I am giving you Space and Time, Bad Night/Good Night, and First Night/Last Night in the next story :) And...next chapter we get River Song...and quite a bit of flirty Keta :)


	4. The Time of Angels

The Doctor strode through a museum based in a medieval church, his hand entwined with the Professor's left, her right hand still in a cast, having done a number to it trying to chop a robotic scientist during an earlier adventure. Amy tagged along after them in a huff.

"Wrong!" he pointed to one of the artifacts.

"Wrong!" the Professor pointed to another.

"Bit right…" the Doctor nodded to one more.

"But mostly wrong."

He grinned, "I love museums."

"Yeah, great," Amy muttered, "Can we go to a planet now? Big spaceship, Churchill's bunker...you promised me a planet next."

"Amy, this isn't any old asteroid..."

"It's the Delerium Archive, final resting place of the Headless Monks, the  _biggest_  museum ever!" the Professor added excitedly, she always did love museum trips in school.

"You've got a time machine, what do you need museums for?" Amy asked.

"Wrong!" the Professor just nodded at a statue, "Very wrong actually."

"Oh, one of mine!" the Doctor pulled her over to a display case, "And one of yours too!"

She laughed, "It's how he keeps score Amy."

"Oi!" he looked at her, "You're  _just_  as bad," he turned to Amy, "She made me take her to the musical museum on Kalmix IV once just so she could point out how many compositions were actually hers."

"What? Do you  _really_  think Mozart came up with all those songs? The drunk?"

He laughed at her…when something in the next display case caught his eye, he tugged her over to an antique box, all covered in dust and stone. He peered down at the strange symbols etched into it.

"Oh great, an old box," Amy muttered.

"It's from one of the old star liners," the Doctor explained, "A Home Box."

"What's a Home Box?"

"Like a black box on a plane, except it homes," the Professor told her, "Anything happens to the ship, the Home Box flies home, with all the flight data."

"So?"

"The writing," she pointed to the etchings, "The graffiti, it's Old High Gallifreyan. The lost language of the Time Lords."

"There were days," the Doctor smiled in reminiscence, "There were many days, these words could burn stars and raise up empires and topple Gods..."

"...hold a picture animated by ionic energy at bay..." the Professor sighed, but the Doctor just pressed a kiss to her temple at the less than pleasant memory.

"What does it say?" Amy asked, excited now.

The Doctor grimaced, "Hello, sweetie."

The Professor frowned and deftly snatched the sonic from the Doctor's pocket, flashing it across the locks on the glass and grabbing the box. Alarms started ringing and they bolted towards the TARDIS, the box tucked under the Professor's arm as two guards chased after them.

"And you get cross with  _me_  for setting off alarms," the Doctor grumbled to her.

"At least I didn't trip the one to the headmaster's office!" she shouted back, recalling how much trouble they'd nearly gotten into when he'd decided something was possessing the headmaster of the Academy when they were 31/33 and talked her into breaking into the man's office.

"That only happened once!"

"That's because we only broke into his office once!"

"Why are we doing this?" Amy asked, cutting into their argument, as they ran up to the console and started to hook the Home Box up.

"'Cos someone on a spaceship 12,000 years ago is trying to attract my attention," the Doctor explained quickly, "Let's see if we can get the security playback working."

A grainy, black and white footage of a slightly younger River Song, dressed in a long black dress, appeared on the monitor. She pulled down her shades and winked at the camera before walking off. The footage switched to her with her back to the camera, facing a door.

"The party's over, Dr. Song…" a man off-screen said, "Yet still you're on board."

River turned to face him, "Sorry, Alistair. I needed to see what was in your vault. Do you all know what's down there? Any of you? Because I'll tell you something. This ship won't reach its destination."

"Wait till she runs. Don't make it look like an execution."

River simply looked at her watch, "Triple-seven, five, slash, three, four, nine by ten…" the Doctor and Professor exchanged a look, "Zero, twelve, slash, acorn. Oh, and I could do with an air corridor."

"We owe her," the Professor mumbled, feeling terrible about how she had treated…or not treated…the woman the last time they saw her. Whoever she was, whoever she was to them, it was very clear that River Song cared about them deeply, and the way she had treated the woman, like she might have been the enemy...She shook her head, she was determined to make up for that, even if it hadn't happened for River just yet.

The Doctor nodded and they quickly ran around the console, the Professor working the controls as best she could with one good hand and partial use of the other while the Doctor typed something into the keyboard.

"What was that, what did she say?" Amy asked.

"Coordinates!" the Doctor replied.

"Like I said on the dance floor, you might want to find something to hang on to!" the River on screen said as a timer went off. The door behind her burst open and she blew a kiss at the camera before falling out. The footage cut off as the Doctor ran to the door of the TARDIS, holding it open and reaching out, pulling River right in, moments after the explosion. Unfortunately, the force of it all knocked them both to the floor.

"Doctor?" Amy frowned.

"River?" the Doctor eyed the woman.

River just pushed herself to her feet and turned to look back at the ship taking off, "Follow that ship."

"Already on it!" the Professor called, pulling a lever, and the TARDIS was off.

River smiled widely and ran to the console, giving the Professor a quick little hug before she noticed the cast on the woman's hand, "What happened?" she gasped, grabbing the hand, looking at the white casing and then the Professor, "Did you try to punch the wall of the TARDIS again? Did someone else try to break the Time Lock?"

"You  _know_  about that?" the Doctor exclaimed as he made his way over, shocked that River knew that intimate detail of their past.

"Not really the time," the Professor reminded them, hitting a button. River and the Doctor exchanged a look and moved to help her pilot while Amy stood back, watching them.

"They've gone into warp drive!" River reported as she pulled off her red heels and hung them on the monitor, "We're losing them! Stay close!"

"We're trying!" the Doctor shouted.

"Use the stabilizers."

"There aren't any stabilizers!"

"The blue switches," the Professor told him.

"The blue ones don't do anything, they're just...blue."

"Yes, they're blue," River rolled her eyes, "They're the blue stabilizers!" she pushed them down and the ship became quiet and still, "See?"

"Yeah, well, it's just boring now, isn't it? They're…boring-ers. They're blue boring-ers."

"Doctor, how come she can fly the TARDIS?" Amy asked.

"You call  _that_  flying the TARDIS? Ha!" he sat back on the jump seat by the console sulkily.

"Ok," River brought the monitor over to the Professor, "I've mapped the probability vectors, done a fold-back on the temporal isometry, charted the ship to its destination, and parked us right alongside."

The Professor nodded, impressed, everything by the book.

"Parked us?" the Doctor scoffed, "We haven't landed."

"Of course we've landed. I just landed her."

"But it didn't make the noise."

"What noise?"

"You know, the..." he imitated the wheezing noise as he stood.

"It's not supposed to make that noise," the Professor told him, patting his shoulder, "You leave the brakes on."

"Yeah, well, it's a brilliant noise," he turned to her, "I love that noise."

"And here I thought you loved me," she mock pouted.

He gave her a quick peck, "Always," she beamed, "Come along, Pond, let's have a look!"

"No, wait!" River called as the Doctor tried to pull the Professor to the door, "Environment checks."

"Thank you!" the Professor smiled, rushing over to the console to help her, " _Finally_ , someone  _else_  who does them."

"Oh, yes, sorry!" the Doctor rolled his eyes at them, "Quite right. Environment checks," he turned and stuck his head out the door, "Nice out."

The Professor put her hands on her hips as she faced him at the top of the stairs to the console, "I started doing environment checks because of that you know," he smirked at her, "I got bored very easily with your last incarnation peeking out with no warning all willy nilly."

"Willy nilly?" he snorted a bit.

"Wibbly wobbly," she countered.

"Touché."

"We're somewhere in the Garn Belt," River cut in, knowing the two of them could go on forever if no one stopped them, "There's an atmosphere. Early indications suggest..."

"We're on Alfava Metraxis, the seventh planet of the Dundra System," the Doctor cut in, "Oxygen rich atmosphere, toxins in the soft band, 11-hour day, and..." he put his head out the door once more, "Chances of rain later."

The Professor shook her head and walked over to him, "You think you're  _so_  hot when you do that."

His smirk widened as he pulled her into his arms, making her squeak a bit at the suddenness, "No…YOU think I'm so hot when I do that."

"Touché," she laughed, letting her hands trail down from his shoulders to his hands, pulling him back to the console.

"How come you can fly the TARDIS?" Amy asked River.

"Oh, I had lessons from the very best," River told her.

The Doctor grinned, smug, "Well, yeah…"

"Thank God the Professor took charge or else I  _never_  would have learned to fly the TARDIS properly," River smirked, before glancing at the woman in question, "He nearly blew a hole in the Horsehead Nebula once trying to make a U-turn."

"I believe it," she nodded sadly as the Doctor pouted.

"That'll probably only happen once though," he remarked.

River just raised an eyebrow at that before mouthing 'no, it won't' to the Professor before she picked up her shoes, "Right then, why did they land here?" she turned and headed for the door.

"They didn't land," the Doctor called.

"Sorry?"

"You should've checked the Home Box, it crashed," he followed after her, waiting till she stepped outside before closing the doors behind her and rushing back to the console.

"Explain!" Amy demanded, "Who is that and how did she do that museum thing?"

The Doctor turned and started working the controls, "It's a long story and we don't know most of it. Off we go!"

"What are you doing?"

"Leaving. She's got where she wants to go, let's go where we want to go. "

"Are you basically running away?"

"Yep."

"Why?"

"'Cos she's the future, our future."

"Can you run away from that?"

"I can run away from anything I like, save the Professor," he leaned forward a bit and whispered, "She'd track me down."

"You bet I would," the Professor laughed.

"Time is not the boss of me though."

"But I am," she stepped over, "And I'm curious as to what she's chasing."

"You're not the boss of me either," he grinned, though there was a playfulness in his eyes.

She raised an eyebrow in amusement, "I'm not, am I?"

"Nope."

"Shall I be forced to pull rank on you soldier?" she stepped closer to him, draping her arms around his neck, "Or should I implement some...persuasive...tactics?"

"You can try," he smirked, leaning closer to her, "But I think I've seen a fair few of your 'tactics' over the years."

A smirk slowly made its way onto her face as well, "Perhaps, but you're forgetting," she leaned closer still, their noses touching, "I always could think faster than you," and closer, till her lips brushed against his as she spoke, "I'm sure I could think of a 'fair few' more..."

"Hang on," Amy cut in, their flirting reaching ridiculous levels, "Is that a planet out there?"

"Yes, of course it's a planet," the Doctor nodded, pulling away from the Professor just a bit to face Amy, his arm still around her though.

"You  _did_  promise her a planet," the Professor reminded him, seeing where Amy was going.

"Five minutes?" Amy pleaded.

The Doctor looked between the two women, already knowing he was done for, "Ok, five minutes!"

"Yes!" Amy cheered, heading for the door.

"But that's all, 'cos I'm telling you now, that woman is not dragging me into anything!"

"What about me?" the Professor asked, playful.

He grinned at her, entwining their fingers, "YOU, on the other hand, can drag me  _anywhere_."

She laughed as they headed to the door and stepped out of the TARDIS, onto a beach where there was debris all around from the crash. The ship in question was sticking out of a very large, old, stone structure, burning in areas.

"What caused it to crash?" River asked, looking up at it as they walked over to her, "Not me."

"The airlock would've sealed seconds after you blew it," the Professor confirmed, "According to the Home Box, the warp engines had a phase-shift. No survivors."

"A phase-shift would have to be sabotage. I did warn them."

"About what?" the Doctor eyed her.

"Well, at least the building was empty. It's a temple. Unoccupied for centuries," she held up a small handheld device and typed on it, scanning the wreckage.

"Aren't you going to introduce us?" Amy asked as she walked over to them.

The Doctor sighed, "Amy Pond, Professor River Song."

"Ah," River gasped, turning to him, "I'm going to be a Professor some day, am I?" the Doctor winced at the slip, "How exciting!" she chuckled, "Spoilers!" she then turned back to what she was doing before.

"Yeah," Amy whispered to them, "But who is she and how did she do that? She just left you a note in a museum!"

The Doctor shook his head and walked off a few feet, tugging the Professor with him, to look at the crash as well, "Two things are always guaranteed to show up in a museum," River told Amy, "The Home Box of category four star liner and, sooner or later, him. It's how he keeps score."

"I know," Amy laughed.

"And if you think he's bad, don't even get the Professor started on Mozart! It's hilarious, isn't it?"

The Doctor bit out a sarcastic laugh, hearing her, "We're nobody's taxi service!" he turned to River, "We're not gonna be there to catch you every time you feel like jumping out of a spaceship."

"And you are so wrong," River replied calmly, "There's one survivor. There's a thing in the belly of that ship that can't ever die," she smirked at him before winking at Amy, "Now he's listening!" she walked off, holding up the device as a comm., "You lot in orbit yet? Yeah, I saw it land. I'm at the crash site. Try and home in on my signal," she turned to the Doctor, holding the device up to the sky, "Doctor, can you sonic me? I need to boost the signal so we can use it as a beacon."

The Doctor took out the sonic and flashed it at River, aiming for her comm.. She dropped into a small curtsey and turned around.

"Ooh, Doctor!" Amy said sassily, "You  _soniced_  her!"

"We have a minute!" River called, walking back over to them, "Shall we?" she opened her purse and pulled out her TARDIS shaped diary, "Where were we up to? Have we done the Bone Meadows?"

"What's the book?" Amy asked.

"Nope, not yet," the Professor told River.

"Stay away from it," the Doctor warned Amy.

"What is it though?" Amy shook her head.

"Her diary."

"Our diary," River corrected.

"Her past, our...future…" he muttered.

"Time travel," the Professor continued, "We keep meeting in the wrong order."

Just then, four columns of swirling dust appeared on the sand and four soldiers in desert camouflage appeared within them. One of them, an older man, walked over to River, "You promised me an army, Dr. Song."

"No," she smirked, "I promised you the equivalent of an army. This is the Professor."

"Oi!" the Doctor mock grumbled at being left out.

"And the Doctor," River added.

The Doctor grinned and gave a lighthearted salute.

"Father Octavian, sir, ma'am," he shook their hands.

"A Bishop," the Professor eyed him, recognizing the military markings, "Second class."

"Yes ma'am," he nodded.

"What's our status?"

"20 clerics at my command. The troops are already in the drop ship and landing shortly."

"Fair enough," she nodded in thought, "And the mission?"

The Doctor grinned, watching her get to work. He was inordinately pleased that she wasn't the soldier in this incarnation, but he could see the faint traces of it as she took charge. If anything she seemed…comfortable with her knowledge and abilities, not as resentful or cut off as before. And for that, he couldn't be more thankful. It killed her to be closed off, he knew, but now…it seemed she was at peace with what had happened and what she could do. And honestly, he just wanted her to be happy.

' _YOU make me happy,_ ' he heard her voice whisper in his mind, making him beam.

' _Not as happy as you make me,_ ' he shot back at her, making her blush.

"Dr. Song was helping us with a covert investigation," Octavian continued, snapping them out of their thoughts, "Has she explained what we're dealing with?"

"Doctor, Professor, what do you know of the Weeping Angels?" River turned to them.

The Doctor could only tense.

~8~

That night they walked across the beach, a transport ship set up with equipment while the soldiers moved to ready the camp. Octavian strode past his men as the trio followed him, "The Angel," he began, "As far as we know, is still trapped in the ship. Our mission is to get inside and neutralize it."

The Professor turned to look at the crash, assessing it, "We can't get through up top, we'd be too close to the drives."

Octavian nodded, holding up a handheld device to show her, "According to this, behind the cliff face, there's a network of catacombs leading right up to the temple."

She nodded, "We can blow through the base of the cliffs, get into the entrance chamber, then make our way up."

"Oh, good," the Doctor grumbled, his mind already racing with how not good that really was.

"Good, sir?" Octavian looked up.

"Catacombs, probably dark ones," his jaw tensed, his hearts starting to race at the thought of facing a Weeping Angel again, especially with the Professor there, he...he didn't want anything to happen to her, "Dark catacombs, great."

"Technically, I think it's called a maze of the dead."

The Professor winced, seeing the Doctor tense more, and turned to the Octavian, "You can stop any time you like."

"Father Octavian?" another soldier called.

"Excuse me, sir, ma'am," he turned and walked off.

The Doctor sighed and turned to a table with equipment on it, sonicing it, needing something to distract him from his thoughts.

"You're letting people call you 'sir' and 'ma'am,'" Amy remarked as she sat on the table beside the equipment, "You never do that. So, whatever a Weeping Angel is, it's really bad, yeah?"

"Now that's interesting..." the Doctor looked at her as the Professor picked up various bits of tech and looked at them herself, "You're still here. Which part of 'Wait in the TARDIS till we tell you it's safe' was so confusing?"

"Oh, are you all Mr. Grumpy Face today?"

"A Weeping Angel, Amy, is the deadliest, most powerful, most malevolent life form evolution has ever produced," the Professor explained to her, knowing how much the Doctor wasn't looking forward to this particular adventure so much anymore, "And one is trapped inside that wreckage."

"We're supposed to climb in with a screwdriver and a torch," the Doctor continued.

"And my trusty blaster."

"And, assuming we survive the radiation…"

"And the whole ship doesn't blow up in our faces…"

"Do something clever which we haven't actually thought of yet," he sighed, "That's our day, that's what we're up to. Any questions?"

"Is River Song your wife?" Amy asked him out of nowhere, "'Cos she's someone from your future, and the way she talks to you, I've never seen anyone do that. She's kinda like, you know, 'Heel, boy!' She's Mrs. Doctor from the future, isn't she? Is she gonna be your wife one day?"

"She better not be," the Professor remarked. She tried to keep the idea in her mind that River was someone close to the BOTH of them in the future. Certainly the way she acted in the Library and her concern for  _her_  hand made her feel like there was nothing romantic between River and the Doctor…but still, it  _was_  the future. They wouldn't know for sure unless they lived it or River told them, and even then she could be lying.

"She's not," the Doctor agreed without hesitation, absolutely no doubt in his mind that River was not his wife. The Professor was his wife, the only wife he'd ever wanted to have and that would not change for anything. He'd made the mistake of marrying someone who wasn't her before, never again.

' _Because I don't share,_ ' she warned the Doctor lightly.

He smiled, ' _Me either,_ ' he added, giving her a peck before sighing, "But Amy's right…I am definitely Mr. Grumpy Face today."

"Doctor!" River called from the transport, "Professor!"

"Oops!" Amy laughed, not having heard their silent words, "Her indoors!"

"Father Octavian!" River added as they walked towards the transport.

"Why do they call him 'Father?'"

"He's their Bishop, they're his clerics," the Professor replied with a shrug, "It's the 51st Century, the Church moved on long ago."

~8~

A small clip of the Angel played over and over, its body facing away from the camera, its hands over its eyes.

"What do you think?" River asked as she held the remote, watching the screen in the transport ship, "It's from the security cameras in the  _Byzantium_  vault. I ripped it when I was on board. Sorry about the quality. It's four seconds. I've put it on loop."

"Yeah, it's an Angel," the Doctor nodded, "Hands covering its face."

"You've encountered the Angels before?" Octavian looked at them.

"Once," the Professor nodded, "On Earth, a long time ago. But those were scavengers, barely surviving."

"It's just a statue," Amy shook her head.

"It's a statue when you see it," River corrected.

"Where did it come from?" the Doctor asked.

"Oh, pulled from the ruins of Razbahan, end of last century. It's been in private hands ever since, dormant all that time."

"There's a difference between being dormant and being patient," the Professor mumbled.

"What's that mean, it's a statue when you see it?" Amy asked.

"The Weeping Angels can only move if they're unseen," River explained, "So legend has it."

"It's not legend, it's a quantum lock," the Professor looked at her, "In the sight of any living creature, the Angels literally cease to exist. They become stone. The ultimate defense mechanism."

"What, being a stone?" Amy frowned.

"Being a stone...until you turn your back," the Doctor nodded before turning and walking out of the ship with the Professor. They stopped and looked at the cliff.

"The hyperdrive would've split on impact," the Professor remarked, knowing how her next assessment would not help the Doctor's nerves any, "The whole ship will be flooded with radiation, cracked electrons, gravity storms, deadly to almost any living thing."

"Deadly to an Angel?" Octavian hoped.

"Dinner to an Angel," the Doctor corrected with a sigh, "The longer we leave it, the stronger it will grow. Who built that temple? Are they still around?"

"Looks like Alpan architecture…" the Professor murmured.

River looked at her handheld and nodded, "The Aplans. The indigenous life form. They died out 400 years ago."

"200 years later, the planet was terra-formed," Octavian added, "Currently there are six billion human colonists."

"You lot, you're everywhere!" the Doctor laughed slightly, "Like rabbits! We'll never get done saving you."

"Sir, if there is a clear and present danger to the local population..."

"Oh, there is. Bad as it gets. Bishop, lock and load!"

"Verger, how we doing with those explosives?" Octavian jumped into action.

The Professor pulled out her blaster and checked it, sending a small smile at the Doctor, "I love it when you let me use guns."

It almost felt strange for her to say that, given how much her recent incarnations differed in their feelings towards weapons, one being frightened of using them for fear of liking them and the other liking them far too much. Now, it felt almost like her blaster was just an extension of herself, like it was just an extra means of protecting the Doctor. She didn't have to use it offensively or as a threat, but as a safeguard against their enemies. She could use it only when she needed to and put it away when the threat was gone.

The Doctor turned to her, "I hate it when you use them," he told her, before leaning in and wrapping his arms around her waist, pulling her back to his chest as he whispered in her ear, "Though you look sexy when you do," and dropped a little kiss to her neck making her squirm from the ticklish sensation of it.

She laughed lightly and turned her head, nuzzling the side of his face as she softly replied in a mock-warning whisper, "Don't let the TARDIS hear you calling ME sexy."

He laughed, pulling away just a bit to let her finish checking her blaster. It was equally as strange for him to find her with a weapon, well, sexy, but she was. Seeing her so strong and in control of herself and the use of her weapon, not using it as a reaction or to threaten anyone but just to want to protect him...that little shiver he'd always gotten seeing her with the blaster had returned full force. It seemed, she wasn't the only one who had changed in terms of weapons, he shouldn't have liked seeing her with one, but he kind of did.

"Dr. Song, with me," Octavian called, not even having noticed their moment as he returned from checking on his men.

"Two minutes," River waved him off, beaming as she HAD noticed their moment, "Sweetums, I need you," she called, heading off.

The Doctor looked at the Professor expectantly, "What?" she shook her head.

"Sweetums," he repeated, she still just looked at him. He pointed to himself, "Sweetie…" and then at her, "Sweetums."

She scrunched her nose at the nickname, earning a laugh from him, before she turned to head after River.

"Anybody need me?" Amy called as they crossed, "Nobody?"

"Two minutes Amy!" the Doctor replied, following the two. Amy sighed and headed back into the transport.

They walked over to a small table where River held up a small journal, "I found this. Definitive work on the Angels. Well, the only one. Written by a madman, it's barely readable, but I've marked a few passages."

The Doctor flipped through the book, "Not bad," he tossed it to the Professor who did the same.

"Bit slow in the middle," she agreed jokingly.

"Didn't you hate his girlfriend?" he laughed, "No, hang on, wait, wait!" he snatched it back and sniffed it.

"Dr. Song?" Amy popped her head out of the transport unit, "Did you have more than one clip of the Angel?"

"No, just the four seconds," she called back.

"This book is wrong!" the Doctor frowned, looking at the Professor, "What's wrong with this book? It's wrong."

The Professor took the book from him and flipped though it slower.

"Oh, it's so strange when you two go all baby face," River remarked as she observed them, "How early is this for you?" she looked at her diary.

"Very early," the Doctor replied, watching the Professor.

"So you don't know who I am yet?"

"I've got an idea," the Professor mumbled.

The Doctor looked at her, a bit miffed. It was one of the few things she was hiding from him. He knew her, anything she didn't know for certain she hid till she was positive before telling him. She had done the same when Rose and the Dimension Cannon and the walls of the Universe weakening had occurred, not wanting to upset him if she were wrong. He'd resigned himself to wait till she told him.

But he couldn't help but smile just a bit though because one of the most prominent things she was absolutely certain about in her mind was her love for him. It was always there, never hidden, warming his hearts. To see her  _that_  certain…

He shook his head, now was not the time. He looked at River, "How do you know who  _we_  are? We don't always look the same."

"I've got pictures of all your faces," she remarked, "You never show up in the right order though. I need the spotter's guide."

"Pictures?" the Professor frowned, "Why aren't there pictures?"

The Doctor nodded, taking the book from her and flipping through, looking for even a sketch, "This whole book, it's a warning, about the Weeping Angels. So why no pictures? Why not show us what to look out for?"

"There was that bit about images," River reminded them.

"Yes!" the Professor took the book and flipped to the page, "'That which holds the image of an Angel becomes itself an Angel.'"

"What does that mean? 'An image of a Angel becomes itself an Angel.'"

"Doctor!" Amy screamed, "Professor! It's in the room!"

"Amy!" the Doctor turned and ran to the transport with the Professor.

"Doctor!"

"Are you alright?" he reached the door, "What's happening?"

"Doctor! Doctor, it's coming out of the television. The Angel is here."

"Don't take your eyes off it!" the Professor called as the Doctor pulled out the sonic and tried to flash the keypad, "It can't move if you're looking."

"What's wrong?" the Doctor frowned at the scan, "It's deadlocked."

"There is no deadlock," River tried to override the controls herself.

"Don't blink, Amy!" the Professor shouted, knowing her blaster would be useless as well, "Don't even blink!" the Doctor ran to a small box on the side of the transport, pulling things out.

"Professor!" she shouted.

"What are you doing?" River turned to him.

"Cutting the power," he replied, pulling the wires, "It's using the screen, I'm turning the screen off. It's no good, it's deadlocked the whole system."

"There's  _no_  deadlock!"

"There is now!"

"Help me!" Amy begged.

"Amy!" the Professor turned back to the door, "Can you turn it off?"

"Professor!"

"The screen, can you turn it off?" the Doctor agreed.

"I tried."

"Try again but don't take your eyes off the Angel."

"I'm not!"

"Each time it moves, it'll move faster," the Professor warned as River grabbed a small welding gun, "Don't even blink."

"I'm not blinking! Have you ever tried not blinking? It just keeps switching back on!"

"Yeah, it's the Angel," the Doctor told her.

"But it's just a recording."

"No," the Professor shook her head, "Anything that takes the image of an Angel is an Angel."

"What are you doing?" the Doctor turned to River.

"I'm trying to cut through," she aimed her small blowtorch, "It's not even warm."

"There is no way in, it's not physically possible," he ran a frustrated hand through his hair.

"Doctor!" Amy called, "What's it gonna do to me? Professor?"

They exchanged a look, "Just keep looking at it," the Professor told her as the Doctor grabbed the book and flipped through it, trying to find help, "Don't stop looking!"

"Just tell me. Just tell me. Tell me!"

"Amy, not the eyes," the Doctor warned, "Look anywhere but don't look at the eyes."

"Why?"

"What is it?" River asked.

"'The eyes are not the windows of the soul, they are the doors,'" he read, "'Beware what may enter there.'"

"Professor, what did you say?" Amy shouted.

"Don't look at the eyes!" she repeated.

"No, about images, what did  _you_  say about images?"

"Whatever holds the image of an Angel is an Angel," River told her.

"Ok...hold this..." they listened intently as Amy started to count, "One, two, three, four..."

A moment later the doors unlocked.

They burst into the room, the Doctor quickly running to the screen and unplugging it as the Professor hugged Amy tightly.

"I froze it!" she told them, "There was a sort of blip on the tape and I froze it on the blip. It wasn't the image of an Angel any more. That was good, yeah? It was, wasn't it Doctor?" she turned to him, "That was pretty good."

"That was amazing!" River grinned.

"River, hug Amy," the Doctor ordered.

"Why?"

"'Cos I'm busy."

"I'm fine," Amy breathed.

"You're brilliant Amy," the Professor told her as River hugged Amy.

"Thanks. Yeah. I kind of creamed it, didn't I?"

"So it was here?" River looked at the Time Lords, "That was the Angel?"

"That was a projection of the Angel," the Doctor read off his scan of the screen with the sonic, "It's reaching out, getting a good look at us. It's no longer dormant."

There was an explosion outside and the Doctor and Professor ran to the doorway.

"It's gone positive!" a soldier shouted to Octavian.

"Professor!" Octavian reported, "We're through!"

"Ok," the Doctor looked back at Amy and River, "Now it starts," and he and the Professor stepped outside.

~8~

The Doctor climbed down a dangling ladder to where the Professor and Octavian were standing at the bottom of the maze's chamber. There were a few soldiers around them as Amy and River came down after him. The Doctor quickly pulled the Professor away from Octavian, taking her face in his hands, and kissing her deeply. She smiled lightly into the kiss, lifting her left hand to gently cup his cheek as she kissed him back, sensing his fear at what she'd done and relief that she was alright.

She'd insisted on going down first, being one of the two people in a skirt. The soldiers had tried to argue that it was too dangerous, that she was already injured, and that they should go first. To end that, she'd simply rattled off facts about the Angel, reminded them that it was still in the belly of the ship as far as they knew, informed them that she'd had experience going in first with the Doctor, and then, to ram it all home, pulled out her blaster and managed to blast a cup out of another soldier's hand as he sat on a rock quite a distance away with her left hand even though this incarnation of her was right-handed. After that, there was no arguing that she was more than qualified to go down first…not that the Doctor was very happy with that.

"Don't you do that again," he breathed, pulling away only to kiss her again, "Never ever."

"I'm fine," she gave a little laugh, stroking his cheek, "No harm done."

"But what if the Angel had been here?" he looked at her, frowning.

"But it wasn't."

"But what if it was?"

"But it wasn't," she repeated.

"I just don't want anything to happen to you," he told her, taking her hand from his cheek and holding it tightly, this version of her seemed just as set on protecting him as her previous one, "I can't lose you."

She smiled softly at him, squeezing his hand, "And you won't. I'm not about to go anywhere without you," she gave him a peck, "Besides, I  _can_  take care of myself. I'm a big girl."

He couldn't help but smile at that, his eyes quickly looking her up and down, "Yes you are."

Her mouth opened a little as she gaped playfully at him, pulling her hand away to lightly smack him on the chest, "Not exactly the context I meant it in."

He laughed and shook his head, looking around at the darkened cavernous room they'd found themselves in, "Do we have a gravity globe?" he asked as he turned to Octavian, oblivious to River and Amy, one shaking her head at them with a smile on her face, the other crossing her arms, eyeing them with a small frown.

"Grav-globe," Octavian called as one of the soldiers handed the sphere to him.

"Where are we?" Amy looked around, "What is this?"

"It's an Aplan mortarium," the Professor told her.

"Sometimes called a maze of the dead," River added.

"And what's that?" Amy frowned.

"Well, if you happen to be a creature of living stone..." the Doctor took the globe and kicked it up into the air, lighting up a cave full of stone statues, "The perfect hiding place."

"I guess this makes it a bit trickier," Octavian muttered.

"A bit, yeah."

"A stone angel on the loose amongst stone statues. A lot harder than I'd prayed for."

"A needle in a haystack," River nodded.

"A needle that looks like hay," the Doctor corrected, "A hay-like needle. Of death. A hay-like needle of death in a haystack of, er, statues. A…" the Professor quickly put her hand over his mouth and then kissed the back of her hand, silencing him. He pulled her hand away, kissing her palm before turning to River, "No, yours was fine."

"Right…" Octavian eyed them a moment, completely confused as to how they could be so...flirty...with a deadly Weeping Angel after them, before shaking his head and focusing on his men, "Check every single statue in this chamber. You know what you're looking for. Complete visual inspection. One question, how do we fight it?"

"We find it, and hope," the Doctor replied as he turned on a torch and headed off with the Professor and Amy, River moving to follow.

"They don't know yet, do they?" Octavian grabbed River's arm and pulled her back, "Who and what you are."

"It's too early in their time stream," she nodded.

"Well, make sure they don't work it out, or they're not gonna help us."

"Trust me, this Doctor can be oblivious, it's the Professor you need to watch out for," she pulled her arm away, "But I've learned to check my body language enough to not give away any hints to her, I won't let you down. Believe you me, I have no intention of going back to prison."

"Sir?" a soldier called, "Side chamber. One visible exit."

"Check it out," he ordered, "Angelo, go with him."

~8~

As the Doctor shown his torch in every direction as they walked through the stone statues at the base of the mortarium the Professor looked back to see how Amy was handling all this, when she saw the girl rubbing her eye, hard, "Alright there Amy?" she called.

"Yeah, I'm fine," Amy looked up. The Professor nodded and turned back to the Doctor when River came up beside her, "So, what's a maze of the dead?"

"Oh, it's not as bad as it sounds," River waved her off, "It's just a labyrinth with dead people buried in the walls. Ok, that  _was_  fairly bad. Right give me your arm," she held up a syringe, "This won't hurt a bit," and stuck her.

"Ow!"

"There, you see. I lied. It's a viro-stabilizer. Stabilizes your metabolism against radiation, drive burn, anything. You're going to need it when we get up to that ship."

"So what're they like? In the future, I mean. 'Cos you know them in the future, don't you? You know the Doctor?"

River eyed her curiously a moment as she seemed only interested in the Doctor in the end, but sighed, "The Doctor? Well, the Doctor's the Doctor. And the Professor…" she could only shrug.

"Oh, well that's very helpful. Mind if I write that down?"

"Yes, we are!"

The Doctor didn't even glance over from the readings he was looking at on River's scanner, "Sorry, what?"

"Talking about you."

"Wasn't listening, I'm busy."

"Ah. The other way up."

He turned the device over before glancing at the Professor, sensing her amusement, only to see her watching him from a small ways away where she and Octavian were going over more specifics, "Yeah…"

"You're  _so_  his wife," Amy remarked to River.

"Oh, Amy, Amy, Amy!" River laughed, "This is the Doctor we're talking about. Do you really think it could be anything that simple?"

"Yep."

"You're good. You're  _so_  not right...but you are  _very_  good."

"What do you mean? You've got to be his wife!"

She laughed, "Doctor can you come here a moment?" the Doctor looked up at her curiously before walking over. River reached out and took his left hand, holding it up to Amy so she could see, so she would notice, the wedding ring he wore.

Amy's eyes widened.

"Professor!" River called. The girl looked up and, with a quick assessment, held up her left hand as well, the dim light reflecting off her own two rings.

Amy frowned a bit at that, which the Professor noticed. It wasn't the first time either.

Amy had ways of starting off conversations or questions with the both of them but then focusing on the Doctor in the end, of trying to stand closer to him than her, of trying to almost…flirt…with him. She knew Amy probably hadn't noticed the wedding rings they wore, they had put the low level perception filters on them so that, should they face a new enemy, they wouldn't notice and try to use them against each other, so she could understand why Amy hadn't. But still…as Martha had once described it, with the way she and the Doctor acted, it should have been obvious that there was something between them.

She could only sigh, that was the curse of loving the Doctor, everyone loved him at some point.

~8~

The Doctor, Professor, Amy, and River were examining a set of statues when gunfire rang out. They quickly ran back to the chamber they'd arrived in to see Octavian standing before a timid looking young man.

"Sorry," the boy was mumbling, "Sorry, I thought...I thought it looked at me."

"We know what the Angel looks like," Octavian turned his light on the deformed, faceless statue before them, "Is that the Angel?"

"No, sir."

"No, sir, it is not! According to the Professor and the Doctor, we are facing an enemy of unknowable power and infinite evil. So it would be good, it would be very good, if we could all remain calm in the presence of decor."

"What's your name?" the Doctor stepped forward.

"Bob, sir," the boy answered.

"Ah, that's a great name. I love Bob."

"It's a Sacred Name," Octavian told him, "We all have Sacred Names, they're given to us in the service of the Church."

"Sacred Bob. More like Scared Bob now, eh?"

"Yes, sir," Bob admitted.

"Good," the Professor walked over as well, "I'll tell you something Bob, scared keeps you fast and on edge and attentive. Trust me," she put her finger on her nose and pointed at him, "Anyone in this room who isn't scared is a moron."

"Are you scared ma'am?" he asked her.

"Am I a moron?" he shook his head, "Well there you go," he smiled, "Carry on."

"We'll be moving into the maze in two minutes," Octavian reported before turning to Bob, "You stay with Christian and Angelo. Guard the approach."

" _You're_  scared?" the Doctor asked, taking the Professor's hand as she passed.

"A bit," she admitted, letting out a breath, "I'm more worried of you getting harmed than the statue though."

He nodded, he could understand that completely. He squeezed her hand, "That Angel won't hurt me," he told her, "You've got my back."

"Always," she smiled.

"As I'll forever have yours," he lifted her hand and kissed the back of it.

~8~

"Isn't there a chance this lot's just gonna collapse?" Amy asked as they walked through the maze, "There's a whole ship up there."

"Incredible builders, the Aplans," River remarked as they walked into another chamber along their climb.

"We had dinner with their chief architect once," the Doctor told them, "Two heads are better than one."

"You mean you helped him?" Amy asked.

"No, he means he had two heads," the Professor replied, frowning in thought, something about all this...she felt like she was missing something...

"That book, the very end, what did it say?" the Doctor asked, feeling the same.

"Hang on…" River pulled it out.

"Read it to us."

"'What if we had ideas that could think for themselves? What if one day our dreams no longer needed us? When these things occur and are held to be true, the time will be upon us. The time of Angels.'"

~8~

"Are we there yet?" Amy groaned as they walked up what felt like the hundredth staircase, "It's a hell of a climb."

"The maze is on six levels representing the ascent of the soul," the Professor remarked.

"Only two levels to go," River told her.

"Lovely species, the Aplans," the Doctor turned to the Professor, "We should visit them again some time."

"I thought they were all dead?" Amy frowned.

"So's Virginia Woolf. We're on her bowling team. Very relaxed, sort of cheerful. That's having two heads. You're never short of a snog with an extra head."

"Doctor, there's something…" River muttered, "I don't know what it is..."

"Something's wrong," the Professor nodded, "Don't know what it is yet either, working on it."

River nodded, if she was working on it then it would only be a short time before she figured it out.

"Then they started having laws against self-marrying," the Doctor continued, "And what was that about? But that's the church for you. Er, no offence, Bishop."

"Quite a lot taken, if that's alright, Doctor," Octavian glared as they stepped into a narrow passage, lined with statues, "Lowest point in the wreckage is only about 50 feet up from here. That way."

"Church had a point, if you think about it," Amy commented, "The divorces must have been messy."

"There's something…" the Professor murmured, stepping closer to a statue and reaching out to touch it, only to jump back, her eyes wide, "Oh no…"

"What's wrong?"

"That's not stone…"

"Oh!" River's eyes widened in horror.

"Exactly," the Doctor nodded as he too stepped back from the statues.

"How could we not notice that?"

"Low level perception filter," the Professor shrugged.

"Or maybe we're thick," the Doctor bit out.

"What's wrong, sir?" Octavian frowned.

"Nobody move," the Professor ordered, "Everyone stay exactly where you are."

"Bishop, we are truly sorry," the Doctor looked at him, "We've made a mistake and we are all in danger."

"What danger?" Octavian asked.

"The Aplans," River told him.

"The Aplans?"

"They've got two heads."

"Yes, I get that. So?"

"So why don't the statues?" the Doctor remarked, and suddenly everyone noticed the statues all had only one head.

"Everyone, over there," the Professor pointed to a spot in the back where there were no statues, "Just move, don't ask questions, don't speak," everyone moved over and gathered together, the Doctor and Professor moving in front of them, facing the statues, "I want you all to switch off your torches."

"Ma'am?" Octavian frowned.

"Just do it," the Doctor snapped. They quickly did so until it was only the Doctor holding his own torch, "Ok…" he glanced at the Professor who nodded, "I'm going to turn off this one too, just for a moment."

"Are you sure about this?" River asked.

"No."

He switched it off for a split second and turned it on. They gasped, seeing the statues now facing them.

"Oh, my God!" Amy breathed, "They've moved!"

The Doctor and Professor ran ahead, the others following them, only to see all the statues lining their way to the ship were looking at them.

"They're Angels," the Doctor shook his head, "All of them!"

"But they can't be," River frowned.

"Clerics," the Professor rounded on them, "Keep watching them," and then she ran back to the small passage to see the Angels had moved forwards, crawling and struggling towards them.

The Doctor ran to her side, stopping short at the sight, "Every statue in this maze, every single one, is a Weeping Angel."

"They're coming after us."

"There was only one Angel on the ship," River insisted, "Just the one, I swear."

"Could they have been here already?" Amy wondered.

"The Aplans, how did they die out?" the Doctor turned to River.

"Nobody knows," she shrugged.

"We know."

"They don't look like Angels," Octavian remarked as he shown his light on one of their disfigured, formless faces.

"And they're not fast," Amy added, "You said they were fast. They should have had us by now."

"They're dying," the Professor told her, having gotten enough from touching the statue. It wasn't stone per say, but had seemed to be growing more stone-like…till they arrived. But now it was regressing, they were becoming less statues and more Angels, "They were losing their form. They must have been down here for centuries, starving."

"Losing their image."

"And their image is their power."

"Power," the Doctor frowned, before shouting, "Power!"

"Doctor?" Amy eyed him.

"Don't you see? All that radiation spilling out, the drive burn. The crash wasn't an accident, it was a rescue mission, for the Angels. We're in the middle of an army and it's waking up."

"We need to get out of here fast," River determined.

"Bob, Angelo, Christian, come in, please," Octavian called into his comm. "Any of you, come in!"

"It's Bob, sir," Bob came over, "Sorry, sir."

The Professor frowned at the boy's voice pattern.

"Bob, are Angelo and Christian with you?" Octavian asked, "All the statues are active. I repeat, all the statues are active!"

"I know, sir. Angelo and Christian are dead, sir. The statues killed them, sir."

"Bob," the Doctor snatched the comm. from Octavian, "Sacred Bob, it's me, the Doctor. Where are you now?"

"I'm talking to my..." Octavian tried to snatch it back.

"Yeah, yeah, yeah, shut up!"

"I'm on my way up to you, sir, I'm homing on your signal," Bob replied.

"Well done, Bob. Scared keeps you fast, the Professor told you, didn't she?" he smiled at the Professor, only to see her frown.

She reached out and grabbed the comm., "Your friends, Bob, what did the Angel do to them exactly?"

"Snapped their necks, ma'am," he replied.

"That's not how the Angels kill you," she shook her head, looking at the Doctor, concerned, "They displace you in time. Unless they need your body for something."

"Bob," Octavian took the comm. back, "Did you check their data packs for vital signs? We may be able to initiate a rescue plan..."

"Don't be an idiot!" the Doctor snapped, taking the comm. again, "The Professor just said the Angels don't leave you alive!" he picked up the comm., "Bob, keep running."

"But tell me," the Professor took it from him, suspicious, "How did you escape?"

"I didn't escape, ma'am," Bob told them, "The Angel killed me, too."

"What do you mean the Angel killed you too?" the Doctor asked, taking the comm. once more.

"Snapped my neck, sir. Wasn't as painless as I expected but it was pretty quick, so that was something."

"If you're dead, how can we be talking to you?"

"We're not talking to him," the Professor said, they all looked at her, "The Angel has no voice. If it needed a body part, it would take one to speak. It must have stripped his cerebral cortex from his body and re-animated a version of consciousness to communicate with us."

"The Angel says she's very smart sir, she's right," Bob called, "Sorry about the confusion."

"So when you say you're on your way up to us..." the Doctor trailed.

"It's the Angel that's coming, sir, yes."

"No way out."

"Then we get out through the wreckage," Octavian decided, "Go!"

"Go, go, go. All of you run!"

"Doctor?" Amy called back, seeing him and the Professor unmoving.

"Yes, we're coming, just go, go, go!" Amy and River left with the clerics, leaving only the two and Octavian behind, "Called you an idiot. Sorry, but there's no way we could have rescued your men."

"I know that, sir," Octavian nodded, "And when you've flown away in your little blue box, I'll explain that to their families."

He turned and walked off.

The Professor took the comm. back, "Angel Bob, which Angel are we talking to? The one from the ship?"

"Yes, ma'am," he replied, "The other Angels are still restoring."

"So the Angel is not in the wreckage. Thank you!" she grabbed the Doctor's hand and they ran out of the passage, into an Angel-less space, only to see Amy standing there.

"Don't wait for us, go, run!" the Doctor called as they dashed past.

"I can't!" Amy shouted as they turned back to her, "No, really, I can't."

"Why not?"

"Look at it. Look at my hand. It's stone!" she gestured to her hand.

They shared a glance, her hand looked perfectly fine. The Professor grabbed Amy's torch, shifting it between the girl's eyes, looking in them.

"You looked into the eyes of the Angel, didn't you?" she asked.

"I couldn't stop myself. I tried."

"Listen," the Doctor told her, "It's messing with your head. Your hand is not made of stone."

"It is. Look at it!"

"It's in your mind," the Professor insisted, "We promise you. You  _can_  move that hand. You can let go."

"I can't, ok? I've tried and I can't. It's stone."

The torchlight began to flicker.

The Doctor glanced up to see Angels in the edge of the passage, "The Angel is gonna come and it's gonna turn this light off, and then there's nothing we can do to stop it. So do it, concentrate, move your hand!"

"I can't."

"Then we're all going to die," the Professor decided.

"You're not going to die."

"They'll kill the lights."

The lights flickered again, the Angels moving closer.

"You've got to go, you know you have," Amy tried to reason with them, "You've got all that stuff with River and that's all got to happen. You know you can't die here!"

"Time can be rewritten, it doesn't work like that," the Doctor shook his head. The lights flickered once more and Amy turned to help them look at the Angels, "Keep your eyes on it. Don't blink."

"Run!"

"We're not going," the Professor insisted, "We're not leaving you here."

"I don't need you to die for me! Do I look that clingy?"

"You can move your hand," the Doctor told her.

"It's stone."

"It's not stone!" the Professor argued.

"Those people up there will die without you. If you stay here with me, you'll have as good as killed them."

"Amy Pond, you are magnificent," the Doctor turned to her, the Professor keeping her eye on the Angels, "And I'm sorry."

"It's ok. I understand. You've got to leave me."

"Oh, no," he grinned, "We're not leaving you, never. I'm sorry about this," he turned and bit her hand. Amy jumped, screaming, and pulled her hand away, looking at it, "See, not stone. Now run!"

"You bit me!" she shouted as the Professor started to move them backwards though the passage, her eyes on the Angels, not even bothering to reach for her blaster, it would be useless against them.

"Yep and you're alive."

"I've got a mark! Look at my hand!"

"Yeah, and you're alive, did I mention?"

"Blimey, your teeth! Have you got space teeth?"

"Alive. All I'm saying."

"Just move!" the Professor shouted, pushing them through an archway. They turned and ran as quick as they could till they reached a large cavernous room where the clerics were standing, the  _Byzantium_ 's base sticking into the roof.

"Clerics, we're down to four men," they heard Octavian say as they ran in, "Expect incoming."

"Yeah, it's the Angels," the Doctor told them, "They're coming. And they're draining the power for themselves."

"Which means we won't be able to see them."

"Which means we can't stay here."

"There are more incoming!"

"Any suggestions?" River looked at them as the clerics took position, keeping their eyes on the door.

"The statues are advancing on all sides and we don't have the climbing equipment to reach the  _Byzantium_ ," Octavian turned to the Professor, giving her a briefing.

"There's no way up, no way back, no way out. No pressure, but this is usually when one of you has a really good idea."

"There's always a way out," the Doctor muttered. The lights began to flicker off again and come back on, the Angels closer, blocking the passages, "There's always a way out."

"Professor?" Angel Bob called over the comm., "Can I speak to the Professor, please?"

"Angels," she greeted, taking the comm. from the Doctor, "What is it?"

"Your power will not last much longer and the Angels will be with you shortly. Sorry, ma'am."

"Why are you telling  _me_  this?"

"There's something the Angels are very keen you should know before the end."

"Which is?"

"I died in fear."

"Excuse me?"

The Doctor looked at the Professor, moving to her side.

"You told me my fear would keep me alive but I died afraid, in pain and alone. You made me trust you, and when it mattered, you let me down."

"What are they doing?" Amy whispered to River.

"They're trying to make her angry," she replied just as quietly.

"I'm sorry, ma'am," Angel Bob continued, "The Angels were very keen for you to know that."

"You want to know something Bob?" the Professor asked him, her voice eerily calm, she had learned from her mistake with the Daleks, she was not about to let anything anger her to the point she made mistakes again, and now...she could see it, the way out, "You weren't the only one to die in fear. The only thing about that is…you didn't have to  _truly_  keep living afterwards."

The Doctor took the comm. from her, knowing that she was referring to her forced regeneration during the war.

"Hello Angels, me again," the Doctor spoke, "And I've got to say you've made your second mistake and I'm not about to let that pass. We're sorry you're dead, Bob, but we swear to whatever is left of you, they will be sorrier."

"But you're trapped, sir, and about to die," Angel Bob reminded him.

"Yeah, we're trapped. Speaking of traps, this trap has got a great big mistake in it. A great big, whopping mistake!"

"What mistake, sir?"

The Doctor ignored him and turned to Amy, "Trust us?"

"Yeah," she nodded.

"Trust us?" he asked River.

"Always."

And then Octavian, "You lot, trust us?"

"Sir, two more incoming!" a cleric called.

"We have faith, sir," Octavian replied.

"Then give me your gun," Octavian handed it over and he tossed it to the Professor, who began to ready it, while he turned to the group, "The Professor's about to do something incredibly stupid…"

"Oi!" she glared at him.

"The Professor's about to do something incredibly brilliant," he amended quickly, "When she does..." he jumped in place, "Jump."

"Jump where?" Octavian asked.

"Just jump, high as you can. Come on, leap of faith, Bishop. On our signal."

"What signal?"

"You won't miss it," the Professor raised the gun at the roof with her left hand, it felt odd to not use her blaster, but a shot from it would cancel out what they were planning.

"You always were a better shot than me," the Doctor told her quietly, watching as she took careful aim.

"Sorry, can I ask again?" Angel Bob called, "You mentioned mistakes?"

"Oh, big mistakes," the Doctor picked up the comm., "Huge. Because first of all, you tried to anger my Bonded, and trust me she can see a ploy coming a mile away and outmaneuver you before you even realize it."

"And the other?"

"There's one thing you never put in a trap, if you're smart, if you value your continued existence, if you have any plans about seeing tomorrow, there is one thing you never, ever put in a trap."

"And what would that be, sir?"

"Us!"

And with that, the Professor fired at the gravity globe and it exploded…

To be continued…

* * *

**Notes for the Chapter:**

> Are you enjoying the flirting? I am enjoying writing it, very much so :) I feel like, with River being there, they might subconsciously be a bit more flirty and affectionate than normal, since they don't REALLY know who she is or who she is to them yet. Not to mention, with River's normal flirty personality it might make them more comfortable being so openly flirty. And the dangerous situation might be helping to drive their emotions some more :) But, I mean, if it's too much, I can always tone it down...
> 
> This chapter may seem a bit Professor heavy, with her taking charge and the clerics turning to her and giving her the information. I just figure, in such a military style engagement, she WOULD be the one they'd turn to, given her past as a soldier. And, it's also sort of nice to see that she is just as capable as the Doctor in handling situations and taking the lead.
> 
> Next chapter we get the infamous Amy-kissing-Doctor scene. Wonder how that will turn out...hmmm...


	5. Flesh and Stone

Amy looked around from her spot, sitting on the ground, as everyone recovered from the jump.

"Up!" the Doctor shouted as he jumped up, "Look up!"

"You ok?" River turned to help Amy as the Professor pushed herself to her knees.

"What happened?" Amy asked.

"We jumped."

"Jumped where?"

"Up, up, look up!" the Doctor repeated.

"Where are we?"

"Exactly where we were," the Professor told her, looking down at the floor they were standing on intently, examining an indentation she was kneeling beside.

"No, we're not."

"Move your feet!" the Doctor nudged her as he moved to the Professor's side, sonicing the indentation.

"Doctor, what am I looking at?" Amy looked around, "Explain."

"Oh, come on, Amy, think!" he told her, "The ship crashed with the power still on, yeah? So what  _else_  is still on?"

Amy looked up to see they were standing on the bottom of the  _Byzantium_ , upside down, the Angels down on the ground.

"The artificial gravity," the Professor added, "One good jump, and up we fell. Shot out the grav-globe to give us an updraft..."

"And here we are!" the Doctor cheered, leaning forward a bit to give the Professor a quick kiss before he turned back to the indentation.

"The statues, they look more like Angels now," Octavian remarked as he eyed the half-formed Angels.

"They're feeding on the radiation from the wreckage," the Professor told him, "Draining all the power from the ship to restore themselves. Within an hour, they'll be an army."

The Doctor grinned as the indention opened to reveal the inside of the ship, just as the lights around them started to go out, "They're taking out the lights," he turned to the clerics, "Look at them, look at the Angels," and back to the Professor, "Into the ship, now," he moved her over, helping her down into the hole before shouting back to the others, "Quickly all of you!" and slipping in himself.

"But how?" Amy asked, "Doctor!" she crouched down and peered in to see the duo standing upright.

"It's just a corridor. The gravity orientates to the floor. Now, in here, all of you, don't take your eyes off the Angels. Move, move, move!" he turned and flashed the sonic over a keypad.

"Ok, men, go, go, go!" Octavian ordered, getting everyone inside, "The Angels, presumably they can jump up too?"

The door closed as soon as they were in, "They're here. Now. In the dark, we're finished. Run!"

A large door behind them rolled closed, blocking the way out.

"Of course," the Professor sighed, for the door to remain open would have been too easy.

"This whole place is a death trap," Octavian grumbled.

"No, it's a time bomb. Well, it's a death trap and a time bomb. And now it's a dead end. Nobody panic!" he shouted as the Angels pounded on the outer door and then he noticed they were all staring at him, "Oh, just me then."

The Professor just patted his shoulder, "Don't worry dear, I've got your back."

He blushed, a bit embarassed, and looked around at the door that had closed before them, a distraction, "What's through here?"

"Secondary flight deck," River and the Professor answered.

"Ok…" Amy frowned, eyeing the two women, it was a bit odd to hear them speaking as one, "So we've basically run up the inside of a chimney, yeah? So what if the gravity fails?"

River turned to a small bit of wires, trying to work on the power to the lights.

"We've thought about that," the Doctor told Amy.

"And?"

"And we'll all plunge to our deaths. See. Thought about it."

"The security protocols are still live," the Professor called from where she was crouched by a small fuse box looking thing, trying to break through the controls of the door to open it.

The Doctor nodded, looking over her shoulder, "There's no way to override them, it's impossible."

"How impossible?" River asked.

"Two minutes?" he guessed as the Professor nodded. He crouched beside her, helping her work on it as the engines hummed down, the outer door opening.

"The hull is breached and the power's failing!" Octavian reported. The lights went out and an Angel's arm reached through the hole.

"Sir!" a cleric called, "Incoming!"

"Lights!" Amy shouted.

The Professor grabbed the Doctor's sonic and turned to River's side, flashing the wires. The lights came back on and they could see an Angel crawling in. The lights flickered only a moment before coming back on to reveal four Angels now inside.

"Clerics, keep watching them," Octavian ordered.

"And don't look at their eyes," the Doctor added, "Anywhere else. Not the eyes."

"I've isolated the lighting grid," the Professor reported, turning back to the Doctor again and sonicing the controls there, "They can't drain the power now."

"Good work," Octavian grinned.

"Yes," the Doctor nodded, "Good. Good in many ways, good you like it so far..."

"So far?" Amy frowned.

The Doctor and Professor exchanged a look, before she turned to Amy, "There's only one way to open this door. We'll need to route all the power in this section through the door control."

"Good, fine, do it," Octavian nodded.

"Including the lights.  _All_  of them."

"We'll need to turn out the lights," the Doctor sighed, resting his head against the Professor's shoulder a moment.

"How long for?" Octavian asked.

"Fraction of a second," he looked over at Octavian, "Maybe longer. Maybe quite a bit longer. "

"Maybe?"

"We're guessing. We're being attacked by statues in a crashed ship, there isn't a manual for this!"

"And if there was he'd have thrown it in a supernova by now," the Professor added.

"That only happened once!" he retorted.

"Keep telling yourself that," she patted his shoulder, getting back to work.

"But we lost the torches," Amy reminded them, "We'll be in total darkness."

"No other way," the Doctor remarked, "Bishop?"

"Dr. Song, I've lost good clerics today," he turned to River, "You trust these two?"

"I absolutely trust them," she nodded.

"He's not some kind of madman then?"

River blinked, "I absolutely trust them."

"Excuse me," the Doctor turned back to the door, hoping that Octavian would let it go. The Professor smiled at him and continued to help him.

"I'm taking your word," Octavian grabbed River's arm, pulling her to the side quietly, "Because you're the only one who can manage this guy…"

River snorted just a bit, "You haven't seen the Professor at work."

"But," he continued, "That only works so long as they don't know who you are. You cost me any more men, and I might just tell them. Understood?"

"Understood."

"Ok," he turned back to the Doctor, "Doctor, we've got your back."

"Bless you," the Doctor nodded, "Bishop."

Octavian turned to his men, ready to take charge when the Professor called out, "Combat distance, ten feet. As soon as the lights go down, continuous fire. Full spread over the hostiles. Do not stop firing while the lights are out. Shot gun protocol, do not waste your bullets."

The clerics looked at her a moment before turning to Octavian, "As she said," he nodded and they moved into position.

The Doctor shot her a little smirk before turning to Amy, "Amy," he moved her to crouch before the wheel on the rolling door, "When the lights go down, the wheel should release. Spin it clockwise, four turns."

"Ten," Amy nodded.

"No, four, four turns."

"Yeah, four, I heard you."

"Ready?" the Doctor stood, placing the sonic at the circuit the Professor had finished, taking her hand as she stood.

"On my count then," Octavian ordered, "God be with us all. Three...two...one!"

The lights went out.

"Fire!"

The clerics opened fire on the Angels while the Doctor, Professor, Amy, and River tried to get the door open.

"Turn!" the Doctor shouted.

"Quickly!" River added.

"It's opening, it's working!" Amy shouted as the door rolled open. Amy and River slipped through, the Professor in the lead with her blaster out and ready in case there was anything hostile on the other side like a defense program for the ship.

"Fall back!" Octavian ordered. The clerics moved through the doorway, followed by Octavian and finally the Doctor. He flashed the door and it rolled shut once more.

The Doctor turned around, only for a pair of lips to press firmly against his own for a moment before they pulled away, "Don't  _you_  do that again either," the Professor told him, kissing him once more, understanding, "Never ever."

He gave her a small smile, cupping her cheek, "I'm fine," he repeated her own words.

"Not really the time!" River shouted as the rest of them ran down the hall to another door.

"Yes, right," the Doctor nodded, his smile turning into a smirk, "Finish this later?" he asked the Professor.

"Oh yes," she nodded, taking his hand and pulling him after them.

He quickly soniced the next door open and they all ran in, shutting the door behind them, to see they were in a flight deck, seemingly in a large mess of disrepair, wires sticking up, debris from the crash scattered around. The Professor pulled him to a set of controls, the both of them looking around at the damage as she put her blaster away.

"Doctor!" Amy shrieked as the wheel of the door began to spin quickly. Octavian grabbed a device and set it on the door, stopping the wheel, "What are you doing?"

"Magnetized the door," he replied, "Nothing could turn that wheel now."

"Yeah?" the Doctor scoffed.

The wheel began to turn slower.

"Dear God!" Octavian exclaimed.

"Ah, now you're getting it! You've bought us time though, that's good. I am good with time, the Professor's better."

"Doctor!" Amy shouted as another door's wheel began to spin.

"Seal that door," Octavian ordered, "Seal it now!" a cleric moved to place another magnetic device on it.

"We're surrounded!" River realized as the last door's wheel began to spin too.

"Seal it, seal that door!" a second cleric did the same, "Professor, Doctor, how long have we got?"

"Five minutes, maximum," the Professor told him, eyeing the doors.

"Nine," Amy said.

"Five," the Professor corrected, looking at her curiously.

"Five, right yeah."

"Why d'you say nine?" the Doctor eyed her as well.

"I didn't."

"We need another way out of here," River cut in.

"There isn't one," Octavian remarked.

"Yeah, there is, course there is," the Doctor nodded, "This is a galaxy class ship, goes for years between planet-falls. So," he snapped his fingers, "What do they need?"

"Of course…" River breathed.

"Of course, what?" Amy frowned, "What do they need?"

"Can we get in there?" Octavian wondered.

"It's a sealed unit," the Professor looked at the wall behind them, "But they must have installed it somehow. This whole wall should slide up," she leaned forward and spotted something, "There's clamps. Release the clamps!" the Doctor ran forward, sonicing the clamps to release.

"What's through there?" Amy asked, "What do they need?"

"They need to breathe," River told her as the wall rose up to reveal a lush forest.

"But that's...that's a..."

"It's an oxygen factory."

"It's a forest."

"Yeah, it's a forest, it's an oxygen factory."

"And, if we're lucky, an escape route," the Doctor replied.

"Eight," Amy nodded.

"What did you say?" River frowned.

"Nothing."

"Is there another exit?" the Doctor asked.

"Scan the architecture," the Professor turned to Octavian, "We don't have time to get lost in there."

"On it!" the man nodded, stepping into the forest, "Stay where you are until I've checked the Rad levels."

"But trees!" Amy muttered, still in awe, "On a spaceship!"

"Oh, more than trees, way better than trees," the Doctor grinned, "You're going to love this," he stepped into the forest and opened up a part of the peat moss on a nearby tree to reveal circuitry, "Treeborgs...trees plus technology. Branches become cables, become sensors on the hull. A forest sucking in starlight, breathing out air."

"It even rains," the Professor walked over to her and put her arm around the girl, "There's a whole mini-climate. It is an eco-pod running through the heart of the ship."

"A forest in a bottle, on a spaceship, in a maze. Have we impressed you yet, Amy Pond?"

Amy chuckled, "Seven."

"Seven?" the Professor frowned, dropping her arm as the Doctor joined them on the flight deck.

"Sorry, what?"

"You said 'seven,'" the Doctor studied her face.

"No. I didn't."

"Yes, you did," even River agreed.

"Professor!" Octavian called, "There's an exit, far end of the ship, into the Primary Flight Deck."

"Good," the Professor called back, "That's where we need to go."

"Plotting a safe path."

"Quick as you like!" the Doctor added as he continued to study Amy.

"Doctor?" Angel Bob came over a comm., "Excuse me. Hello, Doctor? Angel Bob here, sir."

The Doctor grabbed the comm. and sat down on a chair, taking the Professor's hand as he did so, absently playing with her fingers as he spoke to the Angel, "Ah. There you are, Angel Bob. How's life? Sorry, bad subject."

"The Angels are wondering what you hope to achieve."

"Achieve? We're not achieving anything. We're just hanging. It's nice in here, consoles, comfy chairs, a forest. How's things with you?"

"The Angels are feasting, sir. Soon we will be able to absorb enough power to consume this vessel, this world, and all the stars and worlds beyond."

"Well, we've got comfy chairs, did I mention?"

"We have no need of comfy chairs."

"I made him say comfy chairs," the Doctor laughed, smiling at the Professor who shook her head fondly at him, pulling her hand out of his to run her fingers through his hair gently, making him smile as well.

"Six," Amy laughed.

The Professor frowned and snatched the comm., "Here's what I want to know, what have you done to Amy?"

"There is something in her eye," Angel Bob replied.

"What's in her eye?"

"We are."

"What's he talking about?" Amy frowned, "I'm five," everyone looked at her and she seemed to realize what she'd said, "I mean, five. Fine! I'm  _fine_."

"You're counting," River remarked.

"Counting?"

"You're counting down," the Professor nodded, "From ten. You have been for a couple of minutes."

"Why?"

"Don't know," the Doctor told her quietly.

"Well, counting down to what?"

"Don't know."

"We shall take her," Angel Bob cut in, "We shall take all of you. We shall have dominion over all time and space."

The Doctor took the comm. back and sat once more, "Get a life, Bob. Oops, sorry again. There's power on this ship, but nowhere near that much."

"With respect, sir, there is more power on this ship than you yet understand."

There was a loud, horrible screeching above them.

"Dear God, what is it?" River gasped.

"They're back," Octavian looked up.

"They're laughing," the Professor remarked, analyzing the noise.

"Laughing?" the Doctor looked at her.

"Because you haven't noticed yet," Angel Bob replied, "The Doctor AND Professor in the TARDIS haven't noticed."

"Doctor!" Octavian called.

The Doctor stood up, "No, wait, there's something...we've..."

"Missed?" the Professor breathed, her eyes wide as she looked at something over his shoulder.

He looked at her a moment before slowly turning to see a glowing crack in the wall above the center door. They exchanged a glance before running towards it.

"That's..." Amy swallowed, scared, "That's like the crack from my bedroom wall from when I was a little girl. "

"Yes," the Doctor nodded.

"Ok, enough, we're moving out!" Octavian commanded.

"Agreed," River nodded, "Doctor? Professor?"

"Yeah," he waved her off, flashing the sonic across the crack as the Professor held up a hand to the energy, "Fine!"

"What are you doing?"

"We'll be right with you," the Professor told her.

"We're not leaving without you!"

"Oh," the Doctor scoffed, "Yes, you are."

"Bishop?" the Professor called.

Octavian nodded, "Miss Pond, Dr. Song, now!"

River grabbed Amy's arm and pulled her to the forest, but the girl struggled, "Doctor, come on! Professor!"

"So, what are you?" the Doctor muttered as they left, looking at the readings on his sonic, "Oh, that's bad. Ah, that's extremely very not good."

"And even worse…" the Professor added, hearing a whoosh of wings. They looked back to see they were now surrounded by Angels, "Do not blink," she warned him as they slowly began to climb over the controls to get out when they were grabbed by the back of their jacket collars.

"Why are we not dead then?" the Doctor asked after a few moments of the Angels not attacking. He glanced over his shoulder to see the other Angels had their hands up at the crack, "Good, and not so good."

"Oh, this isn't even a  _little_  bit good," the Professor countered.

"Is that it? Is that the power that brought you here?" he asked the Angels.

"That's pure time energy, you can't feed on that," she warned them.

"That's the power, that's the fire at the end of the Universe. I'll tell you something else..." there was a loud rumbling, "Never let us talk!"

The two of them, sans jackets, took off into the forest, hand-in-hand.

~8~

"We wait for the Doctor and the Professor," they heard River shout as they ran through woods.

"Our mission is to make this wreckage safe and neutralize the Angels," Octavian reminded her, "Until that is achieved..."

"Father Octavian, when the Doctor or the Professor are in the room, your only mission is to keep them alive long enough to get everyone else home. And trust me. It's not easy. Now, if they're dead back there, I'll never forgive myself, and if they're alive, I'll never forgive them. And…you're standing right behind me, aren't you?"

She turned around just as they jumped onto a log behind her.

"Oh, yeah," the Doctor grinned.

"I hate you!" River glared.

"You don't."

"Bishop, the Angels are in the forest," the Professor reported as they made their way to Amy's side where she was lying down on a rock, a med-scanner wrapped on her arm.

"We need visual contact on every line of approach," Octavian turned to his clerics.

"How did you get past them?" River asked as they crouched down by Amy.

"Found a crack in the wall and told them it was the end of the Universe," the Doctor replied.

"What was it?" Amy asked, her voice filled with tears.

"The end of the Universe."

"Let's have a look then," the Professor took the med-scanner from River.

"So…" Amy asked, "What's wrong with me?"

"Nothing," River reassured her, "You're fine."

"Everything, you're dying," the Doctor countered, looking at the scanner with the Professor.

"Doctor!"

"Yes, you're right, if we lie to her, she'll get all better! Right. Amy! Amy. What's the matter with Amelia?"

"Something's in her eye…" the Professor muttered, thinking.

"What does that mean? Doesn't mean anything."

"Doctor…" Amy breathed.

"Busy."

"Scared!"

"Course, you're dying, shut up!"

"Ok, let them think," River soothed her.

The Doctor stood up and started pacing, "What happened? She stared at the Angel, she looked into the eyes of an Angel for too long..."

"Sir!" a cleric called, "Angel, incoming! "

"And here," another added.

"Keep visual contact, do not let it move!" Octavian ordered.

"Come on," the Doctor slapped his forehead, "Come on, wakey, wakey! She watched an Angel climb out of the screen. She stared at the Angel and…and..."

"The image of an Angel is an Angel," the Professor's eyes widened, turning to him, "A living image in a human mind."

"We stare at them to stop them getting closer…"

"We don't even blink and that's  _exactly_  what they want!"

"'Cos as long as our eyes are open, they can climb inside."

"There's an Angel in her mind."

The Doctor slapped a hand over his mouth in horror. A cleric or two quickly glanced over at their tennis match of words though River seemed far too used to it.

"Three," Amy breathed, "It's coming. I can feel it. I'm going to die!"

"Please just shut up, we're thinking," the Doctor told her before turning to the Professor, "Now counting, what's that about?" he picked up the comm., "Bob, why are they making her count?"

"To make her afraid, sir," Angel Bob replied.

"Ok. But why? What for?"

"For fun, sir."

The Doctor glared at it and threw the comm. away, only for it to be blasted by the Professor mid-toss. He nodded to her in thanks as she put her blaster back.

"What's happening to me?" Amy asked, "Explain!"

"Inside your head," the Professor told her, putting a hand on her head, absently stroking her hair to calm her, "In the vision centers of your brain, there's an Angel."

The Doctor crouched beside her, "It's like there's a screen, a virtual screen inside your mind, and the Angel is climbing out of it, and it's coming to shut you off."

"Then what do I do?" Amy begged.

The Doctor stood up again, "If it was a real screen, what would we do, we'd pull the plug. But we can't just knock her out, the Angel would take over!"

"Then what?" River asked, "Quickly!"

"We've got to shut down the vision centers of her brain," the Professor realized, "We've got to pull the plug, starve the Angel."

River glanced at the scanner, "She's got seconds."

"How would you starve your lungs?" the Doctor asked.

"I'd stop breathing."

"Amy, close your eyes!" the Professor turned to her.

"No, no," she shook her head, "I don't want to."

"Good," the Doctor knelt down, "Because that's not you, that's the Angel inside you, it's afraid! Do it! Close your eyes!"

Amy hesitated a moment but closed her eyes, the scanner beeped and returned to normal, green, safe readings.

"She's normalizing," River sighed, "You did it! You did it!"

"Sir?" a cleric called, "Two more incoming."

"Three more over here," another reproted.

River put the scanner away, "Still weak, dangerous to move her."

The Professor moved, helping Amy sit up, "So, can I open my eyes now?" the girl asked.

"Amy, listen to me," the Doctor told her, kneeling down before her, "If you open your eyes now for more than a second, you will die."

The Professor put an arm around her, "The Angel is still inside you. We haven't stopped it, we've just frozen it for the moment."

"You've used up your countdown. You  _cannot_  open your eyes."

"We're too exposed here," Octavian called, "We have to move on."

The Professor shook her head, "We're exposed everywhere and Amy can't move."

"And anyway, that's not the plan," the Doctor stood.

"There's a plan?" River moved to sit by Amy as the Professor got up as well.

"Don't know yet, I haven't finished talking."

The Professor rolled her eyes, "Father, you and your clerics will stay here, look after Amy..."

"If anything happens to her," the Doctor added, "We'll hold each of you personally responsible, twice. And trust me, you do  _not_  want the Professor coming after you," he leaned forward to whisper, "She can be right scary when she wants to be."

The Professor just shook her head, getting back to point, "River, you and the Doctor will go find the Primary Flight Deck..."

"No," the Doctor cut in, "No, River and the Doctor will not," he turned to her, "You're coming too."

"Doctor," she shook her head, "I should stay here and help protect Amy..."

"No," he cut in again, "You are coming with me."

"Don't make me pull rank on you," she said jokingly, but the Doctor was beyond joking.

"To hell with rank!" he shouted, causing almost everyone but the Professor to jump. He swallowed hard and took a breath, reaching out to cup her cheeks in his hands, "I  _need_  you with me, please."

"Doctor..."

"Minimize distractions," he told her softly, leaning his forehead against hers, "That's what you were taught right?" she frowned, confused, but nodded, "I won't be able to focus on anything, knowing you're out there, with the Angels in the forest too. Knowing I'm not there to watch your back," he stroked her cheek, whispering, "I don't trust them to protect you," he knew she could look out for herself but that didn't change the fact that he  _wanted_  to be the one protecting her so she wouldn't have to protect herself, it was his job as her Bonded to keep her safe.

She looked him in the eye, seeing the truth there and knew, it would be the same for her. She had an idea who River was, but that did nothing to tell her who the woman was  _to them_. And not knowing much about the woman...how could she  _really_  trust her with the Doctor's safety? The truth was, she didn't trust anyone but herself to keep him safe, to have his back.

She nodded, "River, you, and I will head to the Primary Flight Deck," he smiled, giving her a soft kiss before pulling away as she looked around, "Which is..."

He licked his finger and held it up to test the air, "A quarter mile straight ahead."

The Professor sighed at him, "We'll stabilize the wreckage, stop the Angels, and cure Amy."

"How?" River asked.

"We'll do a thing," the Doctor shrugged.

"What thing?"

"Don't know, it's a thing in progress. Respect the thing. Moving out!"

"Professor, I'm coming with you," Octavian stepped up, "My clerics can look after Miss Pond. These are my best men, they'd lay down their lives in her protection."

"We don't need you," the Doctor told him.

"I don't care. Where Dr. Song goes, I go."

"What?" he glanced between them, "You two engaged or something?"

"Yes, in a manner of speaking. Marco, you're in charge till I get back," he started off, River following.

"Sir!" Marco nodded.

"Doctor...Professor..." Amy called, "Please, can't I come with you?"

"You'd slow us down, Miss Pond," Octavian called.

"I don't want to sound selfish, but you'd really speed me up."

"You'll be safer here," the Professor told her, putting a hand on her own, "We can't protect you on the move. We'll be back for you soon as we can. I promise."

"You two always say that…"

"We always come back," she stood up.

"Good luck everyone," the Doctor called as he took the Professor's hand, "Behave. Do not let that girl open her eyes. And keep watching the forest. Stop those Angels advancing. Amy, later!" he tapped her on the head, "River, going to need your computer…"

And with that, they headed off.

"Yeah," Amy sighed, "Later."

~8~

Octavian led River, the Doctor, and the Professor through the forest when River's computer beeped in the Doctor's hand.

"What's that?" River looked over.

"Readings from the crack in the wall," the Professor told her.

"How can a crack in the wall be the end of the Universe?"

"Here's what we think," the Doctor looked at her, "One day there'll be a very big bang, so big every moment in history, past and future, will crack."

"Is that possible? How?"

"How can you be engaged in a manner of speaking?"

"Well...sucker for a man in uniform," she smirked.

"Dr. Song is in my personal custody," Octavian marched over, "I released her from the Stormcage Containment Facility four days ago and I am legally responsible for her until she has accomplished her mission and earned her pardon. Just so we understand each other."

"You were in Stormcage?" the Professor eyed her a moment when the device beeped again.

"What?" River looked down at it, avoiding the answer, "What is that?"

"The date!" the Doctor grinned, "The date of the explosion where the crack begins."

"And for those of us who can't read the base code of the Universe?"

The Professor blinked as the date appeared at the bottom, 26/06/2010, "Amy's time."

~8~

The Doctor was still looking at the readings as they stood before the outer hull of the Primary Flight Deck. Octavian was looking for a way in while River and the Professor stood guard, their weapons ready, not that it would really help against the Angels, but both women felt safer having them out.

"It doesn't open it from here," Octavian muttered, "But it's the Primary Flight Deck. This has got to be a service hatch or something..."

"Hurry up and open it, time's running out," River called.

The Doctor looked up, startled, "What? What did you say? Time's running out, is that what you said?"

"Yeah. I just meant..."

"I know what you meant," he rolled his eyes, before turning to the Professor, "But what if it could?"

"What if what could?" River asked.

"Time," the Professor muttered, "What if  _time_  could run out? Is that the question?"

"Got it!" Octavian called, opening a small tunnel.

The Doctor nodded, "Cracks in time, time running out..."

"But…it couldn't be," the Professor shook her head, frowning, deep in thought.

"How is a duck pond a duck pond if there aren't any ducks?" he countered, asking a question only those who could speak Doctor would be able to understand.

She nodded slowly, seeing his point, "And she didn't recognize the Daleks!"

"Ok, time can shift."

"Time can change."

"Time can be  _rewritten_."

"Dr. Song, get through, now," Octavian called, ushering River in though the two aliens were oblivious, "Professor? Doctor?"

"Time can be  _unwritten_ …" the Professor breathed.

"It's been happening and we haven't even noticed!" the Doctor shouted.

"We have to move!" Octavian turned to them.

"The Cyberking," the Professor recalled, "A giant Cyberman walks over all of Victorian London and  _no one_  remembers."

"We have to move it! The Angels could be here any second," he put a hand on the Doctor's shoulder but he shrugged it off.

"Never mind the Angels," the Doctor shook his head, "There's worse here than Angels!"

The lights went out a moment and they spun around to see an Angel with its arm around Octavian's neck.

"I beg to differ, sir," he gasped out.

The Doctor flashed the sonic at it, "Let him go!"

"Well, it can't let me go, sir, not while you're looking at it."

"We can't stop looking at it, it will kill you," the Professor reminded him, slowly putting away her blaster, useless against stone.

"It'll kill me anyway. There's no way out of this. You have to leave me!"

"Can't you wriggle out?" the Doctor asked, hopeful.

"No, it's too tight. There's nothing you can do," they were reluctant to move, "Sir, ma'am, there's  _nothing_  you can do."

"You're dead if we leave you," she shook her head.

"Yes, yes, I'm dead. And before you go..."

"We're  _not_  going!" the Doctor insisted.

"Listen to me. It's important! You can't trust her."

"Trust who?"

"River Song. You think you know her, but you don't. You don't understand who or what she is."

"Then tell us," the Professor eyed him, wanting confirmation for her theories.

"I've told you more than I should. Now, please, you have to go. It's your duty to your friends."

"Then tell us why she was in Stormcage."

"She killed two people, two good people, heroes to many."

They tensed.

"Who?" the Doctor asked.

"You don't want to know, sir," he looked at them meaningfully, "You really don't."

"Who did she kill?" the Professor repeated, a pit forming in her stomach.

"Ma'am, the Angels are coming. You have to leave me."

"You'll die!"

"Then I will die in the knowledge that my courage did not desert me at the end. For that, I thank God and bless the path that takes you both to safety."

"I wish we'd known you better," the Doctor told him softly.

"I think, sir, you know me at my best."

"Ready?"

He closed his eyes, "Content."

The Doctor took the Professor's hand and they ran for the hatch, sliding in and closing it behind them, sonicing it shut.

"There's a teleport!" River shouted as they crawled into the deck, "If we can get it to work, we can beam the others here," the Professor ran over to her side to help when River noticed, "Where's Octavian?"

"Octavian's dead," the Professor muttered, getting to work.

"So is that teleport," the Doctor called, "You're wasting your time. I'm going to need your communicator," he grabbed River's comm. and flashed the sonic across it.

"Hello?" they heard Amy call, "Hello? Please say you're there. Hello? Hello!"

"Is that you?" the Doctor replied.

"Doctor?"

"Where are you? Are the clerics with you?"

"They've gone. There was a light and they walked into the light. Doctor, they didn't even remember each other."

"No. They wouldn't."

"What is that light?" River asked the Professor quietly as they worked.

"Time running out," she remarked, solemn.

"Amy," the Doctor continued, "I'm sorry. We should never have left you there."

"Well, what do I do now?" Amy asked.

"You come to us. Primary Flight Deck, other end of the forest."

"I can't see! I can't open my eyes."

"Turn on the spot," the Doctor ordered as he soniced the comm..

"Sorry, what?"

"Just do it. Turn on the spot. When the communicator sounds like my screwdriver, you're facing the right way. Follow the sound. You have to start moving now. There's time energy spilling out of that crack and you have to stay ahead of it."

"But the Angels, they're everywhere."

"I'm sorry, I really am, but the Angels can only kill you."

"What does the time energy do?"

"Just keep moving!"

"Tell me!"

The Professor walked to his side and took the comm., seeing him struggle, she always had been better at stating facts, however grim they might be, "If the time energy catches up with you Amy, you will never have been born. It will erase every moment of your existence. You will never have lived at all."

The Doctor nodded his thanks to her before taking the comm. back, "Now, keep your eyes shut and keep moving!"

"It's  _never_  going to work," River told him as the Professor joined her back at the teleport.

She truly wasn't trying to downplay his intelligence or his plan, but, in all her experience, whatever the Professor was working on…typically worked better, faster, and before the Doctor's and now with the two of them working on it…

"What else have you got?" the Doctor shouted at her, "River, tell me!"

"There's no need to get so shouty," the Professor scolded him lightly.

He rounded on her as well, still quite loud, "I am NOT shou…"

The Professor spun around, " _Don't you dare yell at me Theta!_ " she snapped, though her words were far from English.

His eyes widened as he recognized the tongue only they could understand. He took a breath, realizing how he was acting and who he was acting out towards, " _I'm sorry Kata,_ " he murmured in response, " _I'm just...worried..._ "

Neither noticed the small smile on River's face.

The Professor nodded and walked over to him, taking the hand not holding the comm., "This  _will_  work," she reassured him, in English, "I was able to fix your air scooter after you let the Corsair try to fly it, and  _that_  was in  _shambles_. I can fix the teleporter with one hand tied behind my back, which, incidentally," she held up her healing hand with a soft smile, "It seems I shall have to do now."

He nodded, starting to smile back, when a loud whoosh and clank sounded above them.

River looked up, alarmed, "What's that?"

"The Angels running from the fire," the Professor told her, getting back to the teleporter, "They came here to feed on the time energy. Now it's going to feed on them," she glanced at the Doctor, "Tell Amy to keep moving, we can scoop her up from anywhere on the ship but she needs to get away from the Angels."

He nodded and picked up the comm., "Amy, listen to me. I'm sending a bit of software to your communicator. It's a proximity detector. It'll beep if there's something in your way. You just maneuver till the beeping stops. Because, Amy, this is important. The forest is full of Angels. You're going to have to walk like you can see."

"Well, what do you mean?" Amy asked.

"Look, just keep moving."

"That time energy, what's it going to do?" River turned to the Professor, already knowing the Doctor was in a mood again.

"Keep eating," she sighed.

"How do we stop it?"

"Feed it something."

"Feed it what?"

"An immensely complex space-time phenomenon should snap it shut for a bit."

"Like what, for instance?"

The Professor hesitated a moment, "Like us," she glanced back at the Doctor.

Before River could make a remark about that not happening, a high-pitched beeping echoed through the flight deck.

"What's that?" Amy called, her comm. being the source of the noise.

"It's a warning," the Doctor turned back to the comm., "There are Angels round you now. Amy. listen to me. This is going to be hard but I know...you can do it. The Angels are scared and running and right now they're not that interested in you. They'll assume you can see them and their instincts will kick in. All you've got to do is walk like you can see. Just don't open your eyes. Walk like you can see," there was silence a moment, "You're not moving. You have to do this. Now."

They listened intently as the beeping sped up and slowed down a few times before there was a thud and a grunt.

"Doctor, I can't find the communicator!" Amy gasped, "I dropped it! I can't find it. Doctor! Doctor...Doctor! Doctor…"

"Got it!" the Professor slammed her hand down on a button and a white light filled the room, Amy appearing within it.

"Don't open your eyes," River ran to the girl's side, catching her as she stumbled, "You're on the flight deck, the Doctor and Professor are here. She teleported you," she threw a smirk at the Doctor, "She did tell you she could get it working."

He grinned widely and turned to his Bonded, "I could bloody kiss you!"

"No complaints from me," she smiled.

He moved to do just that, when an alarm blared. He dropped his forehead onto her shoulder at the interruption.

"What's that?" River looked up.

The Professor pushed the Doctor away a bit to look at the readings on the control panel, "The Angels are draining the last of the ship's power, the shield's going to release."

The shield to the forest opened up and they were confronted by a large number of Angels standing just before the blinding light of the crack, one holding a comm..

"Angel Bob, I presume," the Doctor stepped forward with the Professor, eyeing that particular Angel.

"The time field is coming," Angel Bob stated, "It will destroy our reality."

"Yeah, and look at you, all running away. What can we do for you?"

"There is a rupture in time. The Angels calculate that if you or the Professor throw yourself into it, it will close and they will be saved."

"Yeah, yeah, yeah. Could do, could do that. But why?"

"Your friends would also be saved."

"Well, there  _is_  that."

River stepped up to them, "I've travelled in time. I'm a complex space-time phenomenon, too. Throw me in."

The Professor shook her head, her eyes still on the Angels, "Compared to us, these Angels are more complicated than you and it would take every single one of them to amount to either of us. So get a grip."

"Professor, I can't let either of you do this!"

"No," the Doctor turned to her, "Seriously, get a grip."

"You're not going to die here!"

"No, we mean it," the Professor told her, grabbing the bar behind her, "River, Amy, get a  _grip_."

River's eyes widened, "Oh, you geniuses!" she ran over to Amy.

"Sir, ma'am, the Angels need you to sacrifice yourselves now," Angel Bob called.

"Thing is, Bob," the Doctor leaned back, his hand casually grabbing the same bar, "The Angels are draining all the power from this ship, every last bit of it. And you know what? I think they've forgotten where they're standing. I think they've forgotten the  _gravity_  of the situation. Or to put it another way, Angels..."

"You hold on tight," River put Amy's hand on a bar as well, grabbing it, "And don't you let go for anything."

"Night-night," the Doctor grinned just as the gravity failed. They gripped the handle as the Angels fell straight into the crack, all of them, gone in a blink of an eye, before the crack disappeared.

~8~

Amy sat on a rock, wrapped in a blanket, as the Doctor and Professor stood beside her, "Ah, bruised everywhere."

"Us too," the Doctor remarked, his arm making its way around the Professor's waist.

"Speak for yourself," the Professor grinned smugly, not having a scratch or bruise on her, save for her bound hand.

"You didn't have to climb out with your eyes shut," Amy countered.

"Neither did you, as we kept telling you. The Angels all fell into the time field. The Angel in your memory never existed therefore it can't harm you now."

"Then why do I remember it at all? Those guys on the ship didn't remember each other."

"You're a time traveler now, Amy," the Doctor smiled, "Changes the way you see the Universe forever. Good, isn't it?"

"And the crack, is that gone too?"

"Yeah, for now. But the explosion that caused it is still happening...somewhere out there, somewhere in time," he looked out at the ocean, before turning and walked with the Professor over to where River was leaning against a rock.

"You, me...handcuffs," she held out her wrists in cuffs, "Must it always end this way?"

"Back to the prison ship then?" the Professor smiled softly.

"It's in orbit," she nodded with a sigh, "They'll beam me up any second. I might have done enough to earn a pardon this time. We'll see."

"Octavian said you killed two people," the Doctor began, eyeing her meaningfully.

"Yes. I did. Two good people. Two  _very_ good people," her expression grew sad, "The best I've ever known."

"Who?" the Professor asked, just a bit anxious, already with a sneaking suspicion as to who those two people were.

"It's a long story," she shook her head, "Can't be told. It has to be lived. No sneak previews. Well, except for this one: you'll see me again quite soon, when the Pandorica opens."

"The Pandorica, ha!" the Doctor laughed, "That's a fairy tale."

River laughed as well, "Oh, Doctor, aren't we all? I'll see you there."

"We look forward to it then," the Professor smiled as the Doctor pulled her close, wrapping both arms around her, hugging her back to his chest. Whatever was to come with this River Song, they would face it together.

"I remember it well."

"Bye River," Amy called, stepping forward slightly.

"See you. Amy," the cuffs beeped, "Oh! I think that's my ride."

"Can we trust you River Song?" the Doctor asked.

"If you like, but where's the fun in that?" she laughed and was teleported away in a swirl of sand.

The Doctor sighed, pulling his arms away from the Professor to take her hand, turning to look at the ocean once more.

"What are you thinking?" Amy asked, seeing their contemplative looks.

"Time can be rewritten," the Doctor murmured.

~8~

The Doctor stood at the console, piloting, while the Professor was somewhere in the TARDIS putting the Home Box away in the Hallway of Hs, much like the Chest of Cs.

"I want to go home," Amy told him suddenly from her spot sitting on the jump seat. She'd been rather quiet and thoughtful since they'd left the beach, watching him intently.

"Ok," he said quietly, slightly upset.

She smiled and jumped up to his side, "No, not like that! I just…I just want to show you something. You're running from River. I'm running too."

~8~

The Doctor and Amy sat on Amy's bed, the TARDIS back in the corner of the room, waiting for the Professor, who had gotten a bit upset at his placement of quite a few 'H' items and was quickly reorganizing them. They were taking the time to stare up at Amy's wedding dress, hanging on her closet door.

"Well!" he laughed.

"Yeah," she nodded.

"Blimey!"

"I know. This is the same night we left, yeah?"

He checked his watch, "We've been gone five minutes."

Amy leaned over to the ring box set on her bedside table and opened it, "I'm getting married in the morning."

"Why did you leave it here?" he frowned, taking the box.

"Why did I leave my engagement ring when I ran away with a strange man the night before my wedding?"

"And the Professor," he nodded, completely missing the meaning of her words.

Amy eyed him a moment, "You really  _are_  an alien, aren't you?"

"Who's the lucky fella?"

"You met him."

"Ah, the good looking one or the other one?" he mimed a big nose.

"The other one."

"Well, he was good too."

"Thanks. So, do you comfort a lot of people on the night before their wedding?"

"Why would you need comforting?"

"I nearly died. I was alone in the dark and I nearly died. And it made me think."

"Well, yes, natural. I think sometimes. Well, lots of times...mostly about the Profes..."

"About life," Amy cut in quickly, "About love, about what I want. About who I want. You know what I mean?"

"Yeah..." he started to nod, before shaking his head, confused, "No."

"About  _who_..." she looked straight at him, "I want."

"Oh, right, yeah..." and again, "No, still not getting it."

"Doctor, in a word, in one very simple word even you can understand..." she turned and tried to crawl on top of him.

He quickly pushed her away and clambered over the foot rail, "Uh...you're getting married in the morning!"

"The morning's a long time away," she walked around the bed and pushed him back against the TARDIS, "What are we going to do about that?" she slipped one of his braces down.

"Listen to me," he pulled it back up, "I'm 907 years old. Do you understand what that means?" he pushed her away.

"It's been awhile?"

"No. No. No! I'm 907, and look at me. I don't get older, I just change. You get older. I don't, and this can't  _ever_  work," he pushed her away again, backing into the edge of the TARDIS.

"Oh, you are sweet, Doctor. But I really wasn't suggesting anything quite so...long term," she moved to kiss him.

"But you're human!" he shoved her back, "You're Amy! The little girl from five minutes ago. You're getting married…I AM married!"

Amy sighed, "She doesn't need to know Doctor. I realized, life's too short to have regrets, and I certainly know I'd regret not  _knowing_  you…" she stepped forward again.

He shoved her away harshly, "But  _I_  would regret it if I  _ever_  betrayed the Professor, my wife, Amy. She's my wife. SHE is my wife. My WIFE. Something you're going to be to some very lucky man in the morning…" and he blinked, "In the morning."

"Doctor?" she frowned, confused and just a tinge hurt/embarrassed/sad…

"It's you. It's all about you. Everything. It's about you."

"Hold that thought!" she grinned suddenly, moving to lie seductively on her bed.

"Amy Pond..." he shook his head, "I don't know why, I have no idea, but quite possibly the single most important thing in the history of the Universe is that I get you sorted out right now."

"That's what I've been trying to tell you!" she grinned excitedly, a tingle running down her at the thought that she might have just corrupted him a bit. It had taken her quite a while of thinking before she decided to try this, to try and express to the Doctor what she felt. She knew she should feel terrible, knowing what she did, that he was married to the Professor, that she was about to get married herself, but neither the Professor nor Rory ever had to know, it would be their little secret. It was just...he was the Doctor! He was...she couldn't describe it. He was always a part of her life even when he wasn't there, since she was a child, she was always thinking about him, longing for him to come back for her, imagining him returning and the adventures he would take her on, granted the imagining had gotten a bit more...heated...as she grew older. But to just have one night with him, to see if he was everything she'd thought and dreamt of...how could she let the opportunity pass? Her life had nearly ended only moments ago, her emotions were a mess, her heart pounding, and she didn't want to die not knowing...and now, now it seemed like it was about to happen...

But instead, the Doctor just yanked her off the bed, "Come on!"

"Doctor!" she called, still flirty.

The Doctor just shoved her into the TARDIS and glanced at the clock as it turned to midnight, 6/26, before shutting the door.

* * *

**Notes for the Chapter:**

> I've been waiting for The Vampires of Venice for ages (the Doctor and Professor in Venice, can you imagine the fluff?)! I added a short little, mostly dialogue, scene in the beginning between the Doctor and Professor that I think you'll enjoy :) And a small confrontation between Amy and the Professor later on in the chapter. I feel like, even though Amy now knows the Doctor and Professor are married, she would still try for the Doctor. She's been obsessing over him for 14 years and clearly focused on him more than the Professor. And there ARE people out there who go after married men even when they know they're married. I figure, if she was about to try and seduce the single Doctor on the night before her own wedding to Rory, then it wouldn't be too far of a stretch for her to try and seduce the married Doctor as well. That scene in the show really didn't sit right with me, because I felt like it was obvious that Rory loved her, and she was willing to do that to him, the man she was going to marry, for a one night stand with an alien (at least that's what I interpreted the scene to be attempting to lead to). I know her emotions were high and she'd been in a life/death situation, but still...that's why Amy isn't my favorite Companion even though she did get over it eventually and forms a best friend relationship with the Doctor.
> 
> And I really had to add in the, 'you're the little girl from five minutes ago' line to the whole Doctor/Amy awkwardness. I feel like, with the Doctor's age and his first meeting with Amelia and the fact that he's with the Professor, in this story, that's how he sees her.
> 
> Just a quick note on River Song, yes, she will still be Amy and Rory's daughter :) As for who she is to the Doctor (and Professor)...hmmm...not saying :)


	6. The Vampires of Venice

"She tried to kiss you?"

"Yes."

"She tried to KISS you?"

"Yes."

"And?"

"What?"

"Did you kiss her?"

"What? No! Never! Not ever! Never ever."

"Good."

"No, no, put the blaster down…"

"Why?"

"You can't kill Rory's fiancé before we find him."

"That's just it, she's RORY's fiancé, you are MY husband. She shouldn't be kissing you. No, any fiancé should not be kissing a married am. No, NO ONE should kiss a married man. No one is allowed to kiss MY husband but me!"

"It's really not that big a deal…"

"Not that big a deal? Theta how would you feel if someone tried to kiss  _me_."

"..."

"Well?"

"...I'd rip their head off and toss it in a black hole."

"So why can't I blast Amy?"

"Because it meant nothing to me."

"I need a better reason than that."

"But it really meant  _nothing_  though Kata. If anyone, other than you, ever tried to kiss me, it would mean literally NOTHING to me. Because they aren't  _you_. You are the  _only_  one who can make my hearts speed up and my head go fuzzy and my tongue get all tied up, and believe me, that is not an easy thing to do to yours truly. But you do it effortlessly, without even trying, because  _you_  are the only one my hearts beat for, the only one my mind thinks about, and the only one my tongue…well…you get the idea…" he shot her a saucy smirk.

"…"

"So?"

"…you still owe me that kiss for fixing the teleporter."

He laughed and gave her one that actually left them both quite breathless when he pulled away, "Better?"

"Yes, I suppose…" she sighed, "Let's go find Rory."

~8~

"Out!" the men at Rory's stag party shouted as the cake with the stripper was pushed in, "Out! Out!"

Suddenly…

The Professor popped out of the top of the cake, looking around a moment, before spotting Rory behind her. The men fell quiet, just knowing this was  _not_  the stripper, for one, she was far too clothed.

"Rory!" she smiled, seeing him.

"Professor!" the Doctor shouted as he ran into the room from a side door, moving in front of her and holding his arms out, as though to block the men from looking at her. She just rolled her eyes and shoved him a bit to the side, putting her elbow on his shoulder.

"I'm glad we found you Rory," she told him, "For a moment I thought I'd burst out of the wrong cake like this one here," she nodded at the Doctor.

"That reminds me," the Doctor nodded, "There's a girl outside in a bikini. Could someone let her in, give her a jumper? Lucy. Lovely girl. Diabetic. Now, then, Rory, we need to talk about your fiancé. She tried to kiss me."

Everyone gasped.

"Which I'm not too fond of by the way," the Professor added, "He's MY husband."

The men's mouths dropped open, whether from how a man in a tweed jacket and bow tie could get a girl like her or from the fact Rory's fiancé tried to kiss a married man, no one knew.

"Tell you what, though," the Doctor tried to lighten the mood, "You're a lucky man, I bet she'd be a great kisser."

"I've still got my blaster Doctor," she warned him quietly.

He frowned as someone dropped their glass, "Funny how you can say something in your head and it SOUNDS fine..."

The Professor just shook her head and hopped out of the cake, walking over to Rory, "Come along Williams, lots to do," she grabbed his arm and led the poor, stunned man out of the room.

"Oi!" the Doctor shouted as the men stared after her, "Eyes off my wife!" but then they turned to stare at him and he squirmed, uncomfortable, "Um...I should...yeah..." and ran out after them.

~8~

The Doctor sat in a hanging harness under the TARDIS console, welding, while the Professor stood by the console with his sonic, fixing a few wires. Amy paced on the steps to the halls, watching as Rory looked around in awe.

"Oh," the Doctor was saying, "The life out there, it dazzles. I mean, it blinds you to the things that are important. We've seen it devour relationships and plans..." Rory looked down nervously as the TARDIS experienced a small explosion, "Oh! It's meant to do that."

"In what Universe is any part of the TARDIS ever  _meant_  to explode?" the Professor asked him, before looking at Rory, "It's not by the way."

The Doctor amusedly rolled his eyes and got back to work, "Because for one person to have seen all that, to taste the glory and then go back, it WILL tear you apart. So...we're sending you somewhere. Together."

"Whoa!" Amy stepped over, "What, like a date?"

"Anywhere you want, any time you want," he nodded, hopping out of the harness and walking up the steps to join the Professor at the console, "One condition, it has to be amazing."

"There's…the Moulin Rouge in 1890," the Professor suggested.

"Or the first Olympic Games."

"Think of it as a WEDDING," she looked pointedly at Amy, "Present."

"Because, frankly, it's either this or tokens," the Doctor cut in, trying to relieve the tension. The Professor was still rather cross with him for not letting her blast a hole in Amy, but she was even more cross with Amy. She wasn't entirely comfortable around Amy anymore. He knew why, she'd been trying to believe that the girl would grow out of her fascination with him, but the fact she had willingly tried to seduce a married man rubbed her the wrong way. It rubbed him the wrong way as well, just the thought of any man ever attempting the same thing with the Professor...his hands began clenching into fists...

He shook his head from his thoughts and looked at Rory, seeing he still seemed stunned, "It's a lot to take in, isn't it?" he headed up the stairs, "Tiny box, huge room inside. What's that about? Let us explain."

"It's another dimension," Rory remarked.

"It's basically another dimen..." the Professor began but stopped when Rory spoke, she smiled, "What did you say?"

He looked at her, shrugging, "After Prisoner Zero, I've been reading up on all the latest scientific theories. FTL travel, parallel Universes..."

"You are a brilliant man Rory Williams," she laughed.

The Doctor though, pouted, "I like the bit when someone says, 'It's bigger on the inside!' I always look forward to that."

The Professor looked at him before sighing and nudging Rory. He looked at her a moment before nodding, "Oh, um, it's bigger on the inside?"

The Doctor sighed, "It'll do for now."

"So, this date," Amy cut in, "I'm kind of done with running down corridors. What do you think, Rory?"

"How about somewhere...romantic?" the Doctor asked, casting a quick glance at the Professor a moment, before setting the TARDIS in motion.

~8~

The Doctor stepped out of the TARDIS and onto a busy market.

The Professor stepped out as well, looking around a moment, "Venice?"

She knew what he was doing. Venice was, by far, her favorite place to visit on planet Earth. This trip was just as much about getting back on her good side as it was sending Rory and Amy out on a romantic trip. And though she was loath to admit it…it was working. It was hard to stay mad at him in Venice and he knew it.

"Venice!" he threw his arms out, excited and a bit hopeful, "Venezia! La Serenissima! Impossible city. Preposterous city!" he grinned as Rory and Amy stepped out and looked around, amazed, "Founded by refugees running from Attila the Hun. It was just a collection of little wooden huts in the marsh, but became one of the most powerful cities in the world. Constantly being invaded, constantly flooding...constantly...just beautiful! Like you," he kissed the Professor quickly, taking her unbound hand and pulling her closer, into a psuedo-waltz, holding her as close as he could, knowing another thing that would earn him points with her was dancing with her, "Oh, you gotta love Venice. And so many people did. Byron, Napoleon, Casanova. Oh, that reminds me…" he checked his watch, "1580. That's alright. Casanova doesn't get born for 145 years," he quickly spun the Professor and kissed her hand as she turned back to him from the spin before glancing at Amy and Rory, "Don't want to run into him. I owe him a chicken."

"You owe Casanova a chicken?" Rory frowned.

"Long story…"

"They had a bet," the Professor waved it off equally, they had both agreed and sworn never to speak of it.

The Doctor grinned at her as he lead them off towards one of the paths, just as an official looking man in black stepped out in front of them, blocking their way up a few stairs, "Whoa, whoa, whoa, whoa, whoa! Papers, if you please. Proof of residency, current bill of medical inspection."

The Doctor held up the psychic paper, "There you go, fella," the official took it, "All to your satisfaction, I think you'll find."

The man's eyes widened and he bowed deeply at the two of them, "I am so sorry, your Highnesses. I didn't realize..."

The Doctor plucked the paper back, "No worries. You were just doing your job. Sorry, what exactly is your job?"

"Checking for aliens, visitors from foreign lands what might bring the plague with them."

"Oh, that's nice, see where you bring me?" Amy slapped the Doctor's arm, "The plague!"

"Don't worry, Viscountess," he bowed to her and Amy nodded, "No, we're under quarantine here, no one comes in, no one goes out, and all because of the grace and wisdom of our patron, Signora Rosanna Calvierri!" he pointed to the crest on the box he was carrying.

"How interesting," the Professor remarked, "I heard the plague died out years ago."

"Not out there. No, Signora Calvierri has seen it with her own eyes. Streets are piled high with bodies, she said."

"Did she, now?"

The Doctor and Professor exchanged a curious and suspicious look before walking on.

Rory took the paper and looked at it, "According to this, I am your eunuch!"

"Oh, yeah, I'll explain later," Amy smiled at him as they ran after the aliens.

"Who are we Rory?" the Professor called, not having gotten a chance to glimpse the paper.

"Um, the King and Queen of Belgium," he read.

The Professor looked at the Doctor, "What, again?"

He smiled at her, moving to tuck her arm in his, "I thought it would be best to return to a happier time."

She raised an eyebrow, "And that happier time was when I was scared out of my mind climbing a TV pylon in 1953 to fight off a face stealing monster with Rose breathing down my back and staking her claim to you?"

He winced as Rory and Amy exchanged a look, "Right…forgot about that bit."

She sighed and kissed his cheek anyway, "It's the thought that counts."

"So…you're not cross with me?"

"Oh, I'm still very cross, but not entirely at you though," she glanced at Amy who let out a nervous laugh, "And I suppose I'm less cross than I was," now that she had calmed down from wanting to literally blast a hole in Amy, she could see how he was right to stop her because, in all actuality, she probably  _would_  have blasted Amy if she got the chance. This version of her, it seemed, was far more possessive of the Doctor. She glanced at him, "You braved the risk of Casanova to take me back to Venice," she gave him a small smile, "Very sweet of you."

He smiled at her softly and leaned over, nuzzling the side of her head, "I'd brave anything for you," he whispered in her ear, reaching out to tilt her head slightly, giving her a peck on the mouth.

They came to the canal, standing by a wall, and looking across it to where a procession of girls in white dresses and veils were walking past, spectators joining them to watch.

Just then an older black man ran forward, "What do you want?" they could hear a woman demand.

"Where's my Isabella?" the man cried as he lifted the veils and looked for someone.

"What are you doing? Get away from there!"

"Isabella? Isabella!" he cheered, finding a girl who looked similar to him, clearly his daughter, "It's me!"

The girl in question just shied away from him as another girl came forward and hissed at him, two fangs in her mouth that the Doctor and Professor could see even from there. The man fell to the ground.

"Girls, come along!" the woman called.

The girls turned and began their procession again when a young man stepped on the man's chest, keeping him down, "She's gone," he sneered before leaving in swirl of his cloak.

"Isabella!" the man struggled, "It's me!"

The Doctor and Professor exchanged a look as guards lifted the man up and shoved him away, before rushing off, leaving Amy and Rory behind.

~8~

The Doctor leapt onto the bottom step of a stairway as the father they'd seen before walked along the passage of the streets before them.

"Who were those girls?" he called out.

The man stopped and looked back at them, "I thought everyone knew about the Calvierri school."

"Our first day here," he stepped down to stand beside the Professor, "Parents do all sorts of things to get their children into good schools. They move house, they change religion…"

"So, why are you trying to get her out?" the Professor finished.

"Something happens in there," he told them seriously, "Something magical, something evil. My own daughter didn't recognize me. And the girl who pushed me away, her face...like an animal."

The Doctor put his arm around the man's shoulder and looked at the Professor, "I think it's time we met this Signora Calvierri don't you?"

"Oh yes," she nodded, smiling.

~8~

Isabella's father, whom they learned was Guido, approached the grounds of the Calvierri school while the two of them waited along the canal for their chance.

"You have my daughter!" Guido shouted at the guards, "Isabella!"

"You're not coming in, stop there!" one of the guards threatened, "We've told you..."

Guido moved to the side, making the guards turn so they could sneak along the side of the canal to a side gate, "You have my daughter. Isabella! I demand you let me see my daughter."

The Doctor pulled out the sonic and flashed the gate, opening it.

"Isabella! It's me! It's your father."

"I'll arrest you..." the guard stepped towards him.

"Isabella!" he watched as the Doctor and Professor snuck inside and made it through a doorway at the top of some stairs before turning to go.

They ran down the stone steps to a chamber under the school and looked around at the dimly lit room. The Doctor spotted a mirror on the wall and walked over, smirking at his reflection, "Hello, handsome," he straightened his bow tie and checked his teeth before kissing the side of the Professor's head quickly, "And hello beautiful!"

She laughed a bit when…

"Who are you?" a chorus of voices asked. They spun around to see a handful of young women, pale, in white dressing gowns, standing before them.

They glanced back at the mirror where they weren't visible and back a few times.

"How are you doing that?" the Professor frowned.

"We...are...loving it though!" the Doctor grinned and even the Professor had to admit she was very excited by this mystery, "You're like Houdini, only five scary girls, only he was shorter."

" _Will be_  shorter," she corrected.

"I'll ask you again," the girls spoke as one, "Who are you?"

"Why don't you check THIS out?" he held out his wallet.

The Professor leaned forward, looking at the thing in his hands, an ID photo of his original incarnation, "Library card."

He pulled back and examined it, putting it away quickly, "Of course, it's with..."

"Rory."

"He's..."

"With Amy."

"I need the spare," he sighed before looking at the girls once more, "Pale, creepy girls who don't like sunlight and can't be seen in..." he glanced back at the mirror before turning to the Professor, "Are you thinking what I think I'm thinking?"

"But the city," the Professor eyed the girls, answering his question as well, "Why shut down the city? Unless..."

"Leave now or we shall call for the steward...if you are lucky," the girls warned.

"Ooh!" the Doctor started to back away as the girls hissed and bared their fangs, advancing. He grabbed the Professor's arm to keep her from going for her blaster, even though she seemed much better at not doing that, as they ran to the doorway and stairs. He stopped and spun to face the girls, "Tell me the whole plan," they just kept advancing, "One day that might work…"

"Ha!" the Professor scoffed.

"Listen," he backed up the stairs as he spoke to the girls, "We would love to stay here. This whole thing..."

"We're both just thrilled," she nodded, meaning it, though still backing away.

"Oh, this is Christmas!"

The Professor grabbed his arm and pulled him up the stairs after her as the girls hissed, unwilling to follow them into the daylight.

They ran across the canal when they suddenly crashed into Amy.

"Doctor!" Amy shouted, "Professor!"

"We just met some vampires!" the Doctor said.

"We just saw a vampire!" Amy spoke and then they both started talking at once, voices overlapping.

"And creepy girls and everything," he nodded.

"Vampires!" Amy cheered and they jumped up and down excitedly when Rory ran up.

"We think we just saw a vampire," Rory breathed.

"Yeah, yeah, we know," the Doctor nodded, "Amy was just telling us."

"Yeah!" Amy grinned, "The Doctor and Professor actually went to their house."

"Oh…" Rory nodded, "Right. Well..."

"Ok, so..." the Doctor slapped Rory's cheeks lightly.

"First, we need to get back in there," the Professor nodded, grinning.

"What?" Rory exclaimed.

"How do we do that?" Amy asked.

"Back in where?"

"Come and meet our new friend," the Professor linked her arm with the Doctor and they walked off.

~8~

They sat in Guido's house that night with a map of Venice laid out on his table. The Doctor and Professor were looking over it as Amy walked around the room, Rory sitting back on some barrels, unsure what he should be doing.

"As you saw, there's no clear way in," Guido remarked, "The house of Calvierri is like a fortress. But there's a tunnel underneath it with a ladder and shaft that leads up into the house. I tried to get in once myself, but I hit a trapdoor."

"You need someone on the inside," Amy nodded.

"No," the Doctor looked up.

"You don't even know what I was going to say!"

"We pretend you're an applicant for the school to get you inside and tonight you come down and open the trapdoor to let us in," the Professor stated.

"Oh…" Amy cleared her throat, this was, now that she thought about it, the first time the Professor had spoken to her in response to something she said, and the way she had spoken, so flatly...the woman couldn't be very happy. She knew, she could tell, from the moment the Doctor and Professor had entered the console room once more to get Rory that the Doctor had told her what had happened. She should have expected it really, the Doctor and Professor, from what she saw, had a very open relationship, they were honest with each other and she'd been daft to think the Professor wouldn't know, that the Doctor wouldn't tell her the truth. The look the Professor had given her...or not given her...it was almost like she was trying her best not to look at her. Her silence, it actually made her feel worse than the Doctor's words. She shook her head, mumbling quietly, "So you know what I was going to say."

"Are you insane?" Rory frowned.

"We don't have another option."

"He said no, Amy. Listen to him."

"There  _is_  another option," Guido pointed towards Rory, "I work at the arsenal. We build the warships for the navy."

The Professor walked over and ran a finger along the edge of one of the barrels, picking up traces, "Gunpowder," she nodded.

The Doctor let out a whistle, "Most people just nick stationery from where they work," Rory slowly slid off the barrel and backed away…into a dead rabbit hanging from a hook, "Look, I have a thing about guns and huge quantities of explosive…"

"Unless it comes to me," the Professor added, bumping his hip a bit as she walked over, "And I've got no problem with both…within reason."

"What do you suggest, then?" Guido asked, seeing the Doctor shake his head at her fondly, "We wait until they turn her into an animal?" he turned and angrily poked the fire.

"I'll be there three, four hours tops," Amy tried again.

"No, no, no, no, no, no," the Doctor sighed, "It can't keep happening like this. This is how they go," he sat back on a bed against the wall, his head in his hands before sitting back, "But we have to know. We go together. Say you're my daughter."

"What?" Rory exclaimed, "Don't listen to him!"

"Your daughter?" Amy laughed, "You look about nine."

"Brother, then."

"Too weird. Fiancé."

"I'm not having him run around telling people he's your fiancé," Rory frowned.

"And he's MY  _husband_ ," the Professor actually glared at her.

Amy winced, it had slipped out before she could stop herself, "No. No, you're both right. Sorry."

"Thank you," Rory nodded.

"I mean, they've already seen the Doctor," she blinked, glancing at the Professor, "They've seen you too..."

"I have my ways," the Professor shrugged, turning to look at the map again. The Doctor opened his mouth, glad she'd given him a way to go as well, but she cut him off, "Ways the Doctor has yet to master."

He pouted.

Amy nodded, just a bit confused, and turned to Rory, "You should do it."

"Me?" Rory pointed at himself.

"Yeah! You can be my brother," she playfully rubbed his head.

"Why is him being your brother weird, but with me, it's ok?"

"Actually, I thought you WERE her fiancé," Guido looked at the Doctor.

"Yeah, that's not helping," the Doctor remarked, glancing warily at the Professor who was frowning in thought.

"This whole thing is mental!" Rory sighed, "They're VAMPIRES, for God's sake."

"We hope," the Professor remarked.

"So if they're not vampires..." Amy frowned.

"Makes you wonder what could be so bad it doesn't actually mind us thinking it's a vampire?" the Doctor wondered.

"Could be any number of things…" the Professor murmured, her frown deepening.

The Doctor looked at her a moment, "What is it?"

"This whole plan…" she shook her head, "It's only half of a good plan."

"What's the other half?"

"I go in. Not Amy."

"No."

"Yes," she rolled her eyes, "Because Amy's had  _so_  much experience dealing with aliens, fighting them off, and defending herself," the Doctor looked at her, "Fine, then I go  _with_  her."

"No."

"Doctor," she put her hands on her hips, "You are trying to get back on my good side, so don't argue with me. I want to go. So I'm going."

He looked at her a moment, before sighing, "Fine."

She smiled, and moved to the bed, sitting beside him and giving him a kiss, he smiled as well. He was one step closer to her being not cross with him.

~8~

Amy and the Professor stood on either side of Rory as they presented themselves to Rosanna Calvierri. Rory was dressed in Guido's clothes while the girls wore some simple skirts and blouses of Isabella's, the Professor with her hair down, half blocking her face, her cast hidden in the sleeves of her blouse with only her fingers peeking out so she wouldn't be recognized, shifting her entire posture and body language to a timid young girl. It was astounding how much body language and appearance played in recognition.

"So, basically, both of our parents are dead from getting the plague," Rory remarked, "I'm a gondola...driver...so...money's a bit tight...so having my sisters go to your school for special people would be brilliant. Cheers."

The young man they had seen stomping on Guido walked over and strolled around Amy to examine her, "Have we met?"

"I've just got one of those faces…"

"I wasn't talking to you."

"She's got the same face...which is because she's my sister!"

"Carlo, explain yourself," Rosanna turned to a servant of hers, "Why have you brought me this imbecile?"

"Signora, they have references from the King of Sweden," Carlo replied.

"What? Let me see," she held out her hand and Rory gave her the psychic paper, the Professor watching her intently through her hair, her eyes narrowing as the woman stared at the paper, startled, "Well, now I can see what got my steward so excited…" she handed it back, "What say you, Francesco? Do you like them?"

Francesco walked to his mother from circling the Professor, "Oh, I do, mother. I do."

"Then we would be delighted to accept them. Say goodbye to your sister and cousin."

Rory and Amy gripped each other's hands before Carlo ushered Rory away.

"Tell uncle...Doctor..." Amy called, "We'll see you both pretty soon, ok?" Rory nodded, "We'll be fine."

"A-Amy!" Rory shouted fearfully as the door closed.

The Professor tugged Amy closer to her, away from Francesco who had begun to bare his fangs at the ginger, nearly salivating. But with her move he seemed to snap out of it and stepped back.

~8~

Carlo led them through the school, the other girls watching them as they headed up. The Professor was thankful that the room under the school had been so dimly lit and her clothes so different now, none of the girls seemed to recognize her.

"There are clothes on the bed," Carlo led them to a small room, "Get changed and wait here."

"Blimey," Amy murmured as she looked at the large room, "This is private education, then?"

The girls started to mill out, leaving only one, a dark skinned girl, sitting on a bed.

"Hey," Amy walked over, "Hello. I'm Amy, this is the Professor, what's your name?"

"Isabella," she replied.

"We're going to get you out of here," the Professor told her, "But we need you to tell us what's going on. What is this place? What are they doing?"

"They, um...they come at night. They gather around my bed and they take me to a room...with this green light and a chair with...with straps, as if for a surgeon."

"What happens in there?" she frowned.

"I wake up here. And the sunlight burns my skin like candle wax."

A bell tolled and Amy looked around warily, the Professor deep in thought, narrowing down her list of aliens.

~8~

The Doctor and Rory sat in Guido's gondola as the man, now dressed in Rory's clothes, guided them along the canal towards the school, "She'll be fine," the Doctor promised Rory.

"You can promise me that, can you?" he nearly snapped,  _so_  worried about Amy.

The Doctor sighed, "I had this Companion once, Rose her name was. Our enemies attacked and we had to open this doorway to the Void, the uh, space between worlds," he swallowed hard, recalling the whole incident, what would later happen because of it, "The Professor promised me that Rose would be ok, that she'd protect her, even though Rose hadn't been the kindest person to her," he looked at Rory solemnly, "She nearly got sucked in so that Rose wouldn't. So yes, I can promise you that. Because no matter what, the Professor will protect Amy, despite everything that's happened."

Rory looked at him a moment longer, seeing the truth in his eyes, and nodded.

~8~

Amy and the Professor made their way down a staircase that night, dressed in white gowns the school had provided. Amy had a lamp in her hand while the Professor had her blaster out and ready.

"Why did you want to go with me?" Amy asked her quietly. She knew the woman was likely fuming about what she'd done, she couldn't fathom a reason why...

"Did you  _really_  think I'd let you go wandering into an infestation of unidentified hostile aliens without any protection?"

"You wanted to  _protect_  me?" she nodded, "W-why?"

"You're the Doctor's Companion," she shrugged, "You're Rory's fiancé, and, for a time, I thought you were my friend as well."

Amy winced before reaching out to put a hand on the Professor's arm, stopping her, "I  _am_  your friend, or…at least, I'd like to be again," the Professor stared at her, "I'm  _really_  sorry I did what I did, or tried to do what I did. I just…he's the Doctor..."

"Yes, he is," the Professor nodded, understanding what the girl was trying to say, he was an incredible man, "But Amy…you need to realize that while he  _is_  the Doctor, he's also MY Doctor. My Bonded. My  _husband_."

"I know," she nodded, swallowing hard, "And I'm sorry. Really, truly, I am," having Rory there had given her a shock, reminded her of exactly what she had nearly thrown away, nearly ruined. Because, in the end, Rory was still there, despite knowing she'd tried to kiss another man. He loved her, she knew that, and she would have never forgiven herself for breaking the heart of such a good man in such a way.

The Professor looked at her a long while. She could see the guilt in the girl's face, the shame, the embarrassment, she truly  _was_  sorry. Perhaps not entirely over the Doctor, but sorry about her attempt to kiss him and come between them.

"Ok," she nodded, "Friends."

Amy looked up, shocked and hopeful, "You mean it?"

She nodded again, "Just…don't do it again, yeah?"

"Yeah, yes, of course!" she nodded vigorously.

"And, just so we're  _absolutely_  clear," the Professor began, "If this ever does happen again..." she leaned forward a bit, serious, "There is  _nowhere_  you could run that I wouldn't find you," Amy swallowed, "Understood?"

She nodded quickly, "Perfectly."

"Alright then," she smiled, reassured that Amy would keep her distance from now on, and just slightly pleased with herself for having intimidated the girl a tad more, "Let's go let our boys in."

Amy laughed, if a bit tensely, and nodded, the Professor leading them off, down the darkened corridors.

~8~

"We're here," Guido called as he led the gondola up. The Doctor grabbed a lit torch off the wall as he stepped out, opening the creaking gate and heading off, Rory following after.

"Right," the Doctor nodded, "Ok, I'll go first. If anything happens to me, go back..."

"What happened?" Rory cut in as they walked on, "Between you and Amy? You said she tried to kiss you…"

The Doctor stopped just outside a wooden door and looked at him, "NOW? You want to do this NOW?" he headed up the steps to the door.

"I have a right to know. I'm getting married in 430 years."

"I had to wait almost  _900_   _years_  to marry the Professor," the Doctor laughed, "You can wait a few more hours mate."

~8~

Amy walked over to the covered well in the center of the courtyard, passing the lamp to the Professor who put her blaster away and held it so Amy could see what she was doing. Amy released the bar locking the grate in place and smiled. They turned to head back inside when Carlo stepped out from a doorway with Francesco and a few of the girls.

~8~

"She was frightened," the Doctor tried to explain as they walked along a narrow passage, "The Professor was…slightly frightened, I was very frightened, but we survived, and the relief of it...and so she tried to kiss me."

"She  _tried_ to?"

" _Tried_ ," he nodded, "I wouldn't do that to the Professor."

"You love her."

"More than anything."

"I know the feeling," Rory sighed, thinking of Amy.

The Doctor turned to him, "Rory...Rory, she tried to kiss me because I was  _there_. It would have been you," he tapped him on the chest, "It SHOULD have been you."

"Yeah."

"Exactly. That's why I brought you here," there was a strong gust of wind, blowing out the torch, "Can we go and see the vampires now, please?"

~8~

Amy gasped as Carlo forced her down the stairs into an underground chamber, the Professor allowing herself to be pulled along by Francesco, knowing that they were being taken to the 'green room' and that more of her questions would be answered there.

"Control yourself, child!" Carlo snapped at Amy as he spotted Rosanna and some other girls waiting for them.

"Get your hands off me!" Amy shouted.

"Psychic paper," Rosanna smirked, "Did you really think that would work on me?"

There was a hum of power and the chamber flooded with green light.

~8~

The Doctor pushed the grate at the top of the well open and climbed out, using Rory as a ladder, "Push..." he whispered, managing to scramble out before reaching in and helping Rory out as well, "Come on. There we are," he looked around, hissing, "Professor! Amy! Where're you? I can't see a thing."

"Just as well I brought this, then," Rory pulled out a small pencil torch.

The Doctor simply pulled out a large florescent bulb, "Ultraviolet. Portable sunlight."

"Yours is bigger than mine."

"Let's not go there."

~8~

Rosanna circled the girls as they were held back, "Where are you from? Did you fall through the chasm?"

"Mother this is pointless," Francesco told her, "Let's just start the process."

"Hold your tongue, Francesco! I need to know what these girls are doing in a world of savages with psychic paper," two of the girls brought forward an old wooden chair with wrist straps, "Who are you with? I scarcely believe your idiot brother sent you," one of the girls set a hook into an eye socket above the chair, "What are you doing in MY school?" and another attached an IV bag to the hook.

"Ok, I'll tell you," Amy glared, "I'm from Ofsted."

She laughed, "Put her in the chair first. Keep the other one back!"

Carlo shoved Amy into the chair, the girls hurrying to fasten the straps as she struggled. Francesco pulled the Professor back, locking his arms around her from behind, holding her as she grabbed as his arms, struggling to get out of his hold.

"No!" Amy shifted, "Get your hands off me!"

"Oh, make sport of me, will you?" Rosanna glared, "Tease me as if I were your dog? Well, this dog has a bite, girl," she hissed, revealing her fangs.

"Professor!"

Rosanna leaned in to bite her…

"Stop!" the Professor snapped forcefully.

~8~

"If we cancel now, we lose the deposit on the village hall, the salsa band..." Rory sighed. The Doctor turned and opened a chest near a wall to reveal a skeleton, "What happened to them?"

"They've had all the moisture taken out of them."

~8~

Rosanna turned and hissed at the Professor but she didn't seem at all scared as she glared right back, "I said  _stop_."

"And who are  _you_  to tell  _me_  what I am to do?" Rosanna demanded, moving to stand before her.

She smirked, "I'm the Professor, and I have quite a few lessons to teach you."

Rosanna laughed, "And what might those be?"

~8~

"That's what vampires do, right?" Rory frowned, "They drink your blood and replace it with their own."

"Yeah, except they haven't just had their blood taken, but all the water in their bodies."

"Why did they die? Why aren't they like the girls in the school?"

"Maybe not everyone survives the process."

Rory stormed off in frustration before turning back to the Doctor, "You know what's dangerous about you? It's not that you make people take risks. It's that you make them  _want_  to impress you. You make it so they don't want to let you down. You have no idea how dangerous you make people to themselves when you're around."

"Who are you?" a chorus of girls asked, appearing in the archways around them.

The Doctor grabbed the ultraviolet light and held it up, "We should run. Run!" he pushed Rory off and they ran from the courtyard.

~8~

"A lesson for a lesson," the Professor remarked, "Teach me about what is happening here and I'll teach you a little something in return."

Rosanna eyed her a moment, having no idea what sort of species these girls, for clearly they had to be aliens, could be, she could learn so much. She smirked, "First, we drink you until you're dry. Then...we fill you with our blood. It rages through you like a fire, changing you, until, one morning, you awake and your humanity is a dream...now faded."

"Or you die," Francesco chuckled in her ear, making her tense, disgusted, "That can happen."

"Those who survive will find 10,000 husbands waiting for them in the water."

"I've already got a husband," the Professor remarked, "And she's engaged."

Rosanna smirked, "Was that your lesson? Pitiful really."

"Oh no," she shook her head, "You see, my lesson was…always tie up your prisoners."

Rosanna had only started to frown when the Professor threw herself up, using Francesco as leverage to kick the woman square in the chest, knocking her down. As soon as her feet hit the ground she threw her right leg back, leaning forward just a bit, and hit Francesco in the back of the head with her foot, jolting him enough to let her go, she grabbed his arm and spun around, twisting it and kicking his legs out from the back of his knees, shoving him to the floor as well.

She grabbed her blaster as Rosanna turned to hiss at her and fired at the woman's misshapen hip, causing an electrical charge to race through her. Her image flickered to an insect-like creature with a fish's head and fangs before it returned to its human setting.

Rosanna hissed again and pushed herself to her feet, racing away as Francesco scrambled after her, the Professor firing at them as they ducked out the door.

"Cab for the Professor and Amy Pond?" they heard the Doctor shout from the hallway.

The Professor ran to Amy's side and began to undo the straps, not willing to try blasting them, when Isabella appeared, helping her with the other one.

"She tried to bite me!" Amy shouted.

"This rescue plan, not exactly watertight, is it?" they heard Rosanna ask.

"Ha ha!" the Doctor shouted, triumphant as they ran into the corridor to see him holding the ultraviolet light, keeping everyone else back.

"Rory!" Amy shouted.

"Amy!" he breathed, relieved.

"Quickly, through here!" Isabella led them back into the room, the group following her as the girls gave chase.

"They're not vampires!" Amy shouted as they ran after Isabella.

"What?" the Doctor flashed the sonic on a door, opening it for them to run through.

"We saw them, we saw her. They're not vampires. They're aliens!"

"Classic!" he chuckled.

"That's GOOD news?" Rory shook his head, "What is  _wrong_  with you people?"

"So much Rory," the Professor replied, "I don't even know where to begin."

The Doctor quickly urged them on down the passage, "Come on, move!" they ran off, the Doctor brandishing the light as a weapon as Francesco and the girls caught up to them, the Professor firing a few blasts back as well, "Keep moving! Come on, guys," they ran on, the girls now the only ones following them.

Isabella pushed open a door and ushered them out, down the stairs towards the canal, where Guido was waiting.

"Quickly!" she shouted, "Get out. Quick!" she moved to follow but the sunlight stopped her, burning her. She quickly put her hands up to block her eyes, stumbling back.

"Oh..." the Doctor ran back to try and help her, "Come on, run!"

"She can't!" the Professor joined him, they ran to the door as Isabella was dragged back inside by the girls who were using her as a shield so the Professor couldn't use her blaster against them.

She ran to the door, pounding on it when an electrified field went up on it. She grimaced at the jolt but bore it, stumbling back and into the Doctor's arm, still conscious though pained. She grit her teeth, waiting for it to subside, breathing heavily as he held her close.

They looked back at Guido who looked down at the ground, knowing he'd just lost his only chance at getting his daughter back.

~8~

Rosanna walked into her throne room, only to find the Professor sitting on her throne in her typical garb, one leg crossed over the other, casual, as the Doctor stood beside her, his arm resting on the top of it.

"Long way from Saturnyne, aren't you?" the Professor asked, "Sister of the Water."

Rosanna eyed her a moment before glancing at the Doctor, "Let me guess, the true owner of the psychic paper. Then I take it you're refugees, like me?"

"We'll make you a deal," the Doctor cut in, "An answer for an answer," Rosanna glanced at the Professor at the familiar offer but nodded nonetheless, "You're using a perception filter."

"It doesn't change your features," the Professor added, "But manipulates the brainwaves of the person looking at you."

"But seeing one of you for the first time in, say, a mirror, the brain doesn't know what to fill the gap with."

"So leaves it blank...hence no reflection."

"Your question?" she eyed them both.

"Why can we see your big teeth?" he asked.

She laughed, "Self-preservation overrides the mirage. The subconscious perceives the threat and tries to alert the conscious brain."

"Where's Isabella?"

"My turn. Where are you from?"

"Gallifrey," the Professor replied.

"You should be in a museum. Or in a mausoleum."

"Why are you here?"

"We ran from the Silence. Why are you here?"

"Wedding present," the Doctor answered, "The Silence?"

"There were cracks. Some were tiny...some were as big as the sky. Through some we saw worlds and people and through others we saw silence...and the end of all things. We fled to an ocean like ours and the crack snapped shut behind us...and Saturnyne was lost."

"So Earth is to become Saturnyne Mark II?"

"And you can help me," she eyed the Doctor appraisingly, "We can build a new society here, as others have. What do you say?"

"I say eyes off my husband," the Professor remarked warningly, tensing, not at all happy with how openly the woman was eyeing him.

The Doctor nodded and walked over to the older woman, "Where's Isabella?"

"Isabella?" Rosanna frowned.

"The girl who saved us," the Professor replied.

"Oh, deserters must be executed. Any general will tell you that. I need an answer, Doctor. A partnership. Any which way you choose."

"I don't think that's such a good idea, do you?" he nearly smirked, "I'm a Time Lord. You're a big fish. Think of the children. And my wife seems rather eager to try shotgun fishing, doesn't she?"

Rosanna looked past the Doctor to see the Professor was now standing, checking her blaster.

"Carlo!" she shouted and the man ran in, "You're right," she told them, "We're nothing alike. I will bend the heavens to save my race, while YOU philosophize."

"This ends today," the Professor told her, putting her blaster away as she walked up to the Doctor's side, "We will tear down the house of Calvierri, stone by stone."

Carlo moved to grab the Professor when the Doctor glared, "Take your hands off her, Carlo," he threatened. Carlo quickly stepped back at the venom in his voice. He was not about to let anyone touch her, having sensed her disgust and discomfort when Francesco had held her back in the green room. He turned and held out a hand to the Professor who took it and they walked to the door. He stopped a moment and turned back, "And you know why this will end? You didn't know Isabella's name."

And with that, they turned and walked out.

"Open the gates!" Carlo called from the window as they strode past the guards and out to the paths along the canal.

~8~

The Doctor stood, pacing in Guido's house, very agitated, "We need to think. Come on brain, think, think. Think!" he plopped down at the table, Amy and the Professor on one side, Rory and Guido on the other, "Think!"

The Professor rested her elbows on the table, her chin on her clasped hands, pensive.

"If they're fish people, it explains why they hate the sun," Amy remarked.

He put his hand over her mouth, "Stop talking, brain thinking. Hush."

"It's the school thing I don't understand," Rory frowned.

He put his other hand over Rory's mouth, "Stop talking, brain thinking. Hush."

"I say we take the fight to them," Guido pounded the table.

"Ah, ah, ah!" the Doctor looked over.

"What?"

"Ah!" he nodded at Rory who rolled his eyes and put his hand over Guido's mouth. The Doctor nodded and looked at the Professor, he'd never tell her but he did his best thinking when he looked at her, "Her planet dies, so they flee through a crack in space and time, and end up here, then she closes off the city and, one by one, changes people into creatures like her to start a new gene pool. Got it. Then what?"

"They come from the sea," she murmured, "They can't survive forever on land, so she's got to do something about that. Can't have all her experiments dying on her," she nodded slowly, "She's going to do something to the environment to make the city habitable..."

"She said, 'I shall bend the heavens to save my race, he forced Amy and Rory's heads to nod, "Bend the heavens...bend...the heavens..."

"She's going to sink Venice!" they both shouted at once, before adding, "I win! No, I win!"

"She's...she's going to sink Venice?" Guido pulled Rory's hand off his mouth.

"And repopulate it with the girls she's transformed," the Doctor nodded.

"You can't repopulate somewhere with just women," Rory shook his head, "You need...blokes."

"She's got blokes," the Professor remarked.

"Where?" the Doctor looked at her.

"In the canal. She said, 'There are 10,000 husbands waiting in the water.' Clearly only the male offspring have survived the journey here."

He grimaced as the Professor crinkled her nose, "She's got 10,000 children swimming in the canals, waiting for mum to make them some compatible girlfriends. Ew…I mean, I've been around a bit, but, really, that's...that's...ew," there was a loud banging upstairs and they all looked up, "The people upstairs are very noisy."

"There aren't any people upstairs," Guido said grimly.

"Knew you were going to say that," the Professor sighed.

"Did anyone else know he was going to say that?" the Doctor nodded and looked around.

The wood creaked above them, someone walking across the floor.

"Is it the vampires?" Rory asked.

"Like we said, they're not vampires," the Doctor corrected, "Fish from space."

There was a thump and the sound of glass breaking as the converted girls appeared in the window, trying to get in. They jumped up quickly, startled. The Professor grabbed the ultraviolet light, holding it at the girls, keeping them back.

"Aren't we on the second floor?" Rory gaped.

The Doctor flashed the sonic at the girls, revealing their true insect-fish forms.

"What's happened to them?" Guido gasped.

"There's nothing left of them," the Professor frowned, "They've been fully converted."

"Blimey," the Doctor eyed them, "Fish from space have never been so...buxom."

"Buxom?" the Professor turned to him with an eyebrow raised.

"Nothing compared to you dear."

"Doctor!" she shouted, her face flushing with embarassment.

His eyes widened as he realized what he'd said, a blush creeping up his neck as well, "Ok!" he switched off the sonic and grabbed her arm, "Move. Come on."

They ran down the stairs, Amy and Rory first, the Doctor and Professor ushering them down as Guido followed behind.

"Give me the lamp!" Guido grabbed it, flashing behind him to stop the girls from following the group as they ran outside.

"Go, go, go, guys!" the Doctor shouted as Amy and Rory ran out, "Keep moving, go, go, go!"

Guido stopped in the doorway, shutting it and locking it, keeping the Doctor and Professor out, "Stay away from the door!"

The Doctor turned and pounded on it, "No! Guido! What are you doing? We're not leaving you! What are you doing?" he tried the sonic but it didn't work, the wood too warped to open regardless, "Guido!"

The Professor's eyes widened, realizing what Guido was going to do with a house full of gunpowder and grabbed the Doctor's arm, pulling him away. They ran, getting thrown to the ground as the house exploded behind them.

They quickly picked themselves up and looked back as Amy and Rory ran over to them, people screaming and shouting in the streets as well. They looked up to see a small storm starting to brew.

"Rosanna's initiating the final phase," the Professor realized.

"We need to stop her!" Amy shouted, turning to run, "Come on!"

"No, no," the Doctor shook his head, "Get back to the TARDIS."

"You can't stop her on your own."

"We don't discuss this!" he snapped, "We tell you to do something, Amy, and you do it. Huh?"

Amy stormed off.

"Thank you," Rory told him earnestly, before rushing off after Amy.

"Yeah...you're welcome," he mumbled.

"Doctor…" the Professor put a hand on his shoulder, "What was that about?" he looked at her and she saw the memory of what Rory had said flash across his mind, "Oh…Rory  _does_  know I can be more dangerous than you at times, right?"

He let out a playful scoff, "I am the Oncoming Storm you know."

"Yes," she rolled her eyes, equally as playful, "And now I'm Mrs. Oncoming Storm."

He started to smile when the people began screaming again, "Finish this later?" he asked.

"Always," she nodded and they dashed off.

~8~

The two Time Lords ran into the Calvierri throne room, walking straight to the chair, the Professor pulling off the back to reveal alien circuitry, having scanned it earlier when she sat on it. The Doctor pulled out the sonic and started to try to short circuit it.

"You're too late," Rosanna called, entering the room, "Such determination...just to save one city. Hard to believe it's the same man that let an entire race turn to cinders and the woman who made it all possible. Now you can watch as my people take their new kingdom."

"The girls have gone, Rosanna," the Doctor told her.

"You're lying."

"Shouldn't we be dead?" the Professor countered. Rosanna seemed to realize that and stormed away.

"Rosanna, please, help us," the Doctor called, "There are 200,000 people in this city."

"So save them," she spat, leaving.

They looked at the throne, "It's locked," the Doctor told her.

"She must have a secondary hub," the Professor remarked, "If we find it, we can try to divert the power from here to there and shut that one down."

He nodded and they ran out of the room, finding some stairs and running up as far as they could, following the beeping from the sonic. The Doctor looked up, pointing the sonic up as the beeping increased. They looked at each other and ran back to the throne room just as Amy and Rory entered from the side.

"Get out!" the Doctor shouted at them.

"We need to stabilize the storm," the Professor ran to the throne.

"We're not leaving either of you," Rory called.

"Right," the Doctor scoffed, walking towards them, "So one minute it's, 'You make people a danger to themselves,' the next it's, 'We're not leaving you!' But if one of you gets squashed or blown up or eaten, who gets..."

The ground shook, throwing them to the floor as some of the ceiling started to fall around them.

"What was that?" Rory looked up.

"Nothing," the Doctor said, standing, while the Professor said, "Bit of an earthquake."

"An earthquake?" Amy shook her head.

"Manipulate the elements, it can trigger earthquakes," she shrugged, moving back to the chair to look closer at the circuitry.

"But don't worry about them," the Doctor waved their fear off.

"No?" Rory tensed, feeling like there would be some sort of 'but' coming.

"No. Worry about the tidal waves caused by the earthquake."

And there it was.

The Professor walked over to them, "Rosanna's throne is the control hub."

The Doctor nodded, "But she's locked the program."

"So you two need to tear out every single wire and circuit in it."

"Go crazy. Hit it with a stick, anything."

"We need it to shut down and reroute the control to the secondary hub."

"Which will also be the generator for the storm."

Rory eyed them a moment before looking at Amy, "Do they do that a lot?"

"Oh yeah," she nodded.

"Good luck," the Professor smiled at them as she and the Doctor ran back to the stairs of the bell tower and up them as far as they could go before the ringing got to them. They covered their ears and continued on until they could reach the bottom of the bells, grabbing onto the clappers.

"Shut up!" the Doctor shouted, "Shut up," he sighed as it stilled, "That's better!"

"Doctor," the Professor called, moving to an archway, "Do exactly as I do!"

She moved to climb onto the railing, gripping the column as the rain poured down, the storm increasing, and began to climb up it, the Doctor repeating and mimicking her holds and maneuvers. He made sure to keep right on her, glancing at her concerned, wondering if this might just be the one regeneration that wasn't afraid of heights.

They climbed up to the top, using a cable that ran from a giant sphere at the pinnacle of the tower and pulled themselves up to it. They tore open the top to reveal the storm's controls. The Professor examined it closely to see how to stop it. She watched as a small toggle spun around the bottom, covered by another part of the device from her position, but open by the Doctor.

"The toggle!" she pointed.

He reached forward and flipped it off. The rain immediately stopped and the clouds cleared, the birds coming out to sing. He grinned widely and closed the sphere, looking down at the street with a little wave.

"You did it!" they heard Rory shout.

The Professor turned to smile down when a painful fear gripped her hearts and she clenched her eyes shut, grabbing onto the sphere for dear life.

The Doctor looked over at her with a small, understanding smile on his face as he maneuvered himself around the sphere to her side, putting an arm around her to calm her before he could start to help her make her way down.

He was a bit concerned to be honest though, she'd rushed up the bell tower so quickly she hadn't even noticed the height till it was too late…and it wasn't just that, she'd been doing more things like it recently...that usually wasn't like her…rushing into things with almost no plan, usually that was him…

~8~

Rosanna, still appearing human, walked on a small platform extending over the canal to the edge of the water, standing there in her white under dress when the Doctor and Professor found her.

"Rosanna!" the Professor shouted.

"One city to save an entire species," she murmured, "Was that so much to ask?"

They slowly approached her, the Doctor reaching out, "We told you, you can't go back and change time."

"You mourn but you live," the Professor nodded.

"We know, Rosanna, we did it."

"We still are."

She just turned to look at them, "Tell me, Doctor...Professor...can your conscience carry the weight of another dead race? Remember us. Dream of us."

And with that, she fell back into the water which bubbled fiercely as the aliens within attacked, thinking her human.

"No..." the Doctor lunged forward, "No!"

But it was too late.

~8~

The small quartet walked through the market as the townsfolk cleaned up after the storm, just heading back to the TARDIS.

"Now, then, what about you two, eh?" the Doctor smiled, his hand in the Professor's, "Next stop Leadworth Register Office? Maybe I can give you away."

"Oh!" the Professor laughed, "Can I be a bridesmaid?"

"It's fine," Rory sighed, "Drop me back where you found me. I'll just say you've..."

"Stay…" Amy cut in, "With us. Please. Just for a bit. I want you to stay."

"Fine with me," the Doctor shrugged.

"I'd love it," the Professor smiled.

"Yeah?" Rory grinned, looking at them, "Yes, I would like that."

"Nice one," Amy kissed him, "I will pop the kettle on," she unlocked the TARDIS and opened the door, before turning to the Professor, "Hey, look at this. Got my spaceship and we got our boys. My work here is done," she turned and strutted in, closing the door behind her.

Rory scoffed with a look at the Doctor, "We are not their boys."

"Excuse me?" the Professor raised an eyebrow.

"Yeah, we are," the Doctor told him, putting an arm around the Professor's shoulders.

Rory had to begrudgingly agree, "Yeah, we are," before stepping into the TARDIS as well.

The Professor moved to head in after him when the Doctor tugged her back, "Kata…"

"Yeah?" she looked at him.

"Two things…first, are you still cross with me and Amy?"

She blinked, a bit surprised, she'd actually forgotten all about it during the turmoil of the last few hours, "No," he breathed as sigh of relief, "And the second?"

"I just wanted to ask…if you were alright?"

"I'm fine."

"No, I just mean…these last few adventures," he began, carefully wording his question, "You've just plowed right in there, headfirst into danger…facing the Daleks, going down a ladder into a pit of Angels, and now this…jumping at the chance to go to a school of alien fish…I just wanted to ask if you were ok?"

She knew what he was asking, if she was trying to compensate for something or put on a brave front. Acting rash and, by rights, very stupid compared to her previous personalities, as a way to try and hide something.

She smiled at him and pulled him down for a very deep kiss, touched at his concern for her. She pulled away, her hand that had cupped his cheek stroking it gently, "I'm fine Theta, I just…I feel like this is the first body I've truly enjoyed since…"

"Since?"

"Since, well…my original self."

He blinked, "You must have had a few good ones…"

She shook her head with a sad smile, pulling away a bit, "My last one was pretty much an emotionless soldier, the one before that was terrified nearly all the time, before that I was tortured by Krillitanes, before that, well that one I really only had 20 hours in between the regeneration and when the Krillitanes attacked. As you know, the previous one was a cold warrior, before that I was forced through training, before that one I was very logical, work driven, very cut off, I threw myself into my work so I wouldn't have to deal with thinking and worrying about you. The one before that was just, so  _angry_ …all the time, furious with you actually, for leaving me alone, for not taking me with you, for…abandoning me…"

"Kata…"

"No, I  _know_  you didn't abandon me," she cut in, "But that incarnation was just…angry at everything. Before that I was depressed and alone and withdrawn because you'd just left and suddenly it was like everything that was good about Gallifrey, about my life, was...gone. I lost my best friend, my love, and I had no way to reach you since you were blocking just about all transmissions from Gallifrey. I pretty much just wasted away," she laughed, just slightly bitter, "Pining away after you," she looked at him, "And you know my first incarnation, it will always be my favorite because…it was the one I met you in."

He looked at her, forcing back his tears at her description of her lives. While his regenerations had been vastly different from each other, he had found things he enjoyed in them, ways to cope, things to distract him, people to help him heal and work at things he didn't like…she hadn't.

"I'm so sorry," he whispered to her.

She smiled, "It's alright," she took his hand, "It's in the past and all we have is the present and the future. And…" she looked at him, thoughtful, "I like who I am now, very much. I like that I can tell you I love you so easily," he smiled at her, "And take your hand whenever I want," he squeezed her hand, "And kiss you as much as I'd like," he dropped a little kiss on her nose, making her laugh, "I'm rather enjoying the present, so I can't wait to see what the future holds."

This one was far more optimistic as well, so much so he couldn't help but smile at her, "I suppose your future will look much better once we get this sodden mess off your hand," he laughed, looking at the soggy cast, plaster and water truly did not mix well.

"Actually..." she started to smirk, "I think I might know something that would make my future look much better than just getting this cast off..."

He looked at her, confused, "What?"

She just reached up and slowly began to undo his bow tie, using the ends of it to tug him closer, kissing him again, much more passionately as she wound her arms around his neck. She pulled back quite a few moments later, when they were both breathless, "Can't you guess what yet?" she whispered, her hands trailing over her shoulders to his shirt collar, absently unbuttoning the first two buttons, a suggestive look in her eyes.

His eyes widened as he swallowed hard, "We need to get this cast off, now!" he quickly took her hand and pulled her, giggling, back into the TARDIS, neither of them noticing the silence that had surrounded them.

~8~

The Professor walked into the console room later that night, a wide grin on her face, flexing her hand, finally free from the cast, and stopped short, stunned by the sight before her. Rory was sitting in the doorway of the TARDIS, just looking out at the stars as they drifted in space. She could tell from his body language, and her own experience when she needed to sit there, that he was upset over something.

She smiled at the thought that perhaps, for once,  _she_  could be the one who helped another when it came to that door and moved over to him.

"Hello Rory," she smiled, sitting beside him.

"Hi," he gave her a small smile of his own.

"I'm glad you decided to stay," she told him, looking out at the stars.

"Well…you and the Doctor wanted me to."

"AMY wanted you too as well," she reminded him.

"Yeah…" he sighed, trailing a bit. She was silent, knowing he would talk when he was ready, "But…I can't help but feel like…it's only because she feels guilty about what happened or like I'm just a way to distract her from the Doctor. No offense," he added quickly.

She eyed him a moment, "You don't think she might just simply want you here?"

He let out a scoffing laugh, "I knew from the moment I met Amy when I was seven that she was the one for me. I listened to all her stories about you and the Doctor," he hesitated a moment, "Mainly the Doctor," she nodded, not seeming upset so he continued, "I played her games, I didn't fuss about her being a kiss-o-gram, I trained to be a nurse so I could one day be a doctor just like she always talked about…just because of Amy," he sighed, "But…I always felt like she didn't even notice or like she was just using me as a replacement for THE Doctor, a filler till he came back," he shook his head, "I just don't know anymore."

She nodded slowly, completely understanding, "You feel like you're second best in her eyes."

"Yeah. I mean, who can compare to the Doctor?"

"I know how you feel," she sighed, looking out, "I wasn't the Doctor's first wife."

Rory looked at her, shocked, "You weren't?"

"It was actually my cousin, Mayra."

"Your cousin?"

"The Doctor and I…we're idiots, the pair of us. Complete and utter idiots."

"I'm lost."

"We loved each other for centuries on Gallifrey, and when we graduated from our school, the Academy, we were going to tell each other. But he found out I had been invited to return to school as an Academic, that's what I am, a person who returned for more education among other things. Had I accepted we couldn't have had a relationship," Rory nodded, slowly following along, "The Doctor took it upon himself to try and turn his attention elsewhere so he wouldn't be tempted to try and talk me out of going and met my cousin. She came to me, asking for help in what she could do to make him more interested in courting her and, stupid me, I helped her, basically pushed him into her arms and ended up in the Academy again," she sighed, "They got married, had a child, and separated later on. And then the Doctor left me there to explore the galaxies, more because he thought I'd be mad at him for leaving Mayra than anything."

"What happened?" Rory frowned, "You two ended up together."

"There was a war and we both fought in it," she explained, "I had created a device that could seal a planet in a sort of bubble that locked it away in time, 'The Moment' it was called, and the Doctor used it to seal our planet away, trapping the Time Lords and Daleks, our enemies, inside to perish. The war…it would have spread Rory, to every corner of the Universe if he hadn't stopped it. I had escaped only hours before he did that and was captured by these other aliens that tortured me for information. The Doctor found me and rescued me…but…" she swallowed hard, "He had another Companion, Rose," he nodded, recalling the Doctor had mentioned Rose before, "And…she loved him, as all his Companions do. And I think he loved her as well," Rory's eyes widened, "Again, I stayed out of the way, thinking he preferred her to me…I spent so many years, centuries really, thinking I was second best, to Mayra, and then to Rose…only to find out later that he actually loved  _me_  all that time."

She waited a few moments for it all to sink in before continuing, "She may not show it now Rory, or possibly even realize how much she  _does_  love you, but I know she does. Love is patient. And believe me, I had to wait a little more than 890 years before I found out the Doctor loved me," she laughed a bit, "Be thankful humans only last about 90 years because she'll definitely realize it before then," she got up a moment later, "Probably sooner than you think."

"You think?" he looked at her, hope in his eyes.

She nodded, "I do."

He smiled, "Thank you."

* * *

**Notes for the Chapter:**

> I was so torn between ending this chapter with the Doctor and Professor running back into the TARDIS (I hope you liked that little suggestive scene. It wasn't too out of nowhere was it?) but I also really wanted to add in a Professor/Rory bonding moment like with Mickey before Amy's Choice. I really believe the Professor can relate more to him and Mickey than the Doctor's other Companions, to Rory even though he and Amy will be like both their Companions. The three of them, at some point, felt they were second best.
> 
> And now we've learned a bit more about the Professor and her previous incarnations. Poor, poor her, she just hasn't seemed to catch a break till now. But I'm glad she has, everything she's endured has made her what she is today, I think she's pretty...fantastic)
> 
> I hope the little possessive 'MY husband' remarks and the small confrontation were ok. I feel like, this Professor wouldn't just sit back like she did at first with Rose, but then again, she wouldn't exactly be as forceful and truly threatening as her last incarnation (again with Rose), that she'd be more of a mix. She would definitely say something to Amy but she wouldn't flat out start screaming at her or attacking her, a little threat here and there can do wonders. And I feel like the Professor would be just a bit annoyed at the Doctor for stopping her blasting Amy (especially when he would have thrown someone into a black hole) making her cross with the both of them.
> 
> I also I tried to add the Flesh and Stone/The Vampires of Venice crossover scene, but, I don't know if I was just too close to what I'd written, but I just couldn't seem to make it work with the opening of this chapter But here's a hint of the next chapter to make up for that, we get a flashback!


	7. Amy's Choice

The TARDIS materialized in the garden of a quaint cottage, the Doctor popping his head out to look around before noticing the flowers they were parked on top of. He stepped out, nearly tripping over a stone of the flower bed's small retaining wall as the Professor stepped out after him.

"Rory!" the Professor shouted, having run a scan in the TARDIS of where they were.

A moment later Rory ran out of the house, smiling at them, "Professor!" he pulled her into a hug and spun her around, having missed the Time Lady quite a bit over the years.

"Oi!" the Doctor mock grumbled, "Hands off my wife."

The Professor laughed as she felt herself being pulled away, her back against the Doctor's chest as he wrapped his arms around her waist, "Possessive much?"

"Of you?" he nuzzled the side of her face, nipping her ear and making her give a little squeal, "Very."

"Doctor," Rory laughed, moving to shake his hand.

"We've crushed your flowers," the Doctor told him, still keeping the Professor close even as he shook Rory's hand.

"Oh, Amy  _will_ kill you."

"Where is she?" the Professor looked past him towards the house.

"She'll need a bit longer."

"Whenever you're ready, Amy!" the Doctor called. A few seconds later Amy stepped out, heavily pregnant, "Oh, wahey! Wahey. You've swallowed a planet!" he rested a hand on her stomach as she came over.

"I'm pregnant," Amy beamed.

"You're huge."

"Yeah, I'm pregnant."

"Look at you. When worlds collide."

"Doctor, I'm pregnant."

"Oh, look at you both. Five years later and you haven't changed a bit," the Professor nudged him and he let go of her to go hug Amy himself, "Apart from age and size."

"Good to see you, Doctor."

The Doctor looked at her a moment, then her stomach, and back, "Are you pregnant?"

"No," the Professor answered sarcastically, "She's stuffed a pillow under her shirt to mess with you."

"Really?"

The Professor blinked as Amy stared, if anything, he'd grown more oblivious with time.

"Oh Doctor," she shook her head at him fondly, "What am I going to do with you?"

He looked at her, confused, but she just gave him a peck on the cheek and moved to link arms with Amy, "How are you? How is the baby doing?"

Amy smiled and led her into the house, leaving the boys to follow.

~8~

The quartet walked down a village lane later on that day, the Doctor looking around at the rather empty road and peaceful setting, "Ah, Leadworth. Vibrant as ever."

"It's Upper Leadworth, actually," Rory corrected, "We've gone slightly up market."

"Where is everyone?" the Professor asked, growing just a bit ill at ease with how there were so few people around, it almost seemed deserted.

"This is busy," Amy told them, "Ok, it's quiet, but it's really restful and healthy. Loads of people here live well into their 90s."

"Well, don't let that get you down," the Doctor remarked.

"It's not getting me down."

He moved to sit on the bench of a cul-de-sac, Amy and Rory sitting on either side of him while the Professor continued to look around warily.

"We wanted to see how you were," the Doctor said after a moment of unending silence, "We don't just abandon people when they leave the TARDIS.  _This_  Time Lord's for life. You don't get rid of the Doctor so easily."

"Which can be a blessing to some," the Professor called, heading over to them, "But a curse to others."

"Oi!" he mock whined.

"A blessing for me," she smiled at him as he beamed.

"You came here by mistake, didn't you?" Amy fought off a laugh.

The Professor nodded, "He was aiming for the Great Findar Rebellion of Rou during the Third Great and Bountiful Human Empire."

"But look, what a result," the Doctor smiled, "Look at this...bench. What a nice bench. What will they think of next?" they sat there in silence, bored, when the Professor moved to sit on the ground, ignorant or uncaring of the dirt and her white skirt, to rest against the Doctor's legs, her arm on his knees, "So. What do you do around here to stave off the, you know..."

"Boredom?" Amy supplied.

"Self harm."

"We relax..." Rory said as the Professor mouthed 'relax' to the Doctor, "We live, we listen to the birds…"

"Yeah, see, birds," Amy nodded, "Those are nice."

"We didn't get time to listen to birdsong back in the TARDIS days."

The birdsong became louder and the Doctor winced, "Oh, blimey. My head's a bit, ooh..." he grabbed his head in his hands as the Professor reached up to his forehead, frowning as she tried to scan him. He sat back up a moment later, "No, you're right, there wasn't a lot of time for birdsong back in the good..." he started to nod off, "Old...days."

And then the four of them fell asleep on the bench.

~8~

The Doctor woke up on the glass floor of the TARDIS, "What?" he jumped up, spotting the Professor getting up off the steps to the under level controls, clearly having woken up as well, "No, yes, sorry, what?" Amy and Rory walked down the steps from the halls, joining him by the console as did the Professor, "Oh, you're ok," he turned to them, "Oh, thank God. I had a terrible nightmare about you two. That was scary. Don't ask, you don't want to know. You're safe now," he hugged Amy.

"Oh, ok…" Amy frowned.

"That's what counts. Blimey," he looked at the Professor as she frowned, rubbing her head, "Never dropped off like that before have we? Well, never, really," he sighed, turning to Amy and Rory, "We're getting on a bit, you see. Don't let the cool gear fool you."

"The console..." the Professor's attention drifted to a blinking red light on it as she walked over.

"Red flashing lights..." he joined her, "I bet they mean something."

"Nothing good."

"Doctor, I also had a kind of dream thing," Rory remarked.

"Yeah, so did I," Amy nodded.

"Not a nightmare, though, just...we were married."

"Yeah, in a little village."

The Doctor and Professor looked at them, surprised, before glancing at each other. Because of their mental bond, they had shared dreams before, often when they fell asleep near the other, so that was nothing new to them, but  _this_ …

"A sweet little village, and you were pregnant."

"Yeah, I was huge. I was a boat."

"So you had the same dream, then?" Rory asked as the Professor moved behind him and tugged down his hoodie to look at his hair, "Exactly the same dream?"

"Are you calling me a boat?" Amy glared at him.

"And you and the Doctor, you were visiting Professor."

"Yeah, yeah," Amy recalled as the Doctor tugged the edge of her jacket to the side, looking at her stomach, "You came to our cottage."

"How can we have the same dream? It doesn't make sense."

"And you had a nightmare about us. What happened to us in the nightmare?"

"It was similar, in some aspects," he muttered.

"Which aspects?" Rory frowned.

"All of them," the Professor replied.

"You had the same dream!" Amy's eyes widened.

"So it would seem."

"You said it was a nightmare," Rory accused the Doctor.

"Did I say nightmare?" he fished, "No. More of a really good...mare. Look, it doesn't matter. We all had some kind of psychic episode. We probably jumped a time track," the Professor looked up as the birdsong began, "Forget it, we're back to reality now."

"Doctor, if we're back to reality how come I can still hear birds?" Amy asked.

"Yeah, the same birds," Rory nodded, "The same ones we heard in the…"

~8~

They all woke up on the bench, Amy leaning to the side, the Professor with her head on the Doctor's lap, and the Doctor and Rory with their heads together.

"…dream," Rory pulled away from the Doctor, embarrassed, "Oh. Sorry. Nodded off, stupid. God, I must be overdoing it. I was dreaming we were back on the TARDIS," the Professor got up and looked around, suspicious, alert, as the Doctor stood as well. Rory looked at Amy, "You had the same dream, didn't you?"

Amy nodded, "Back in the TARDIS. Weren't we just saying the same thing?"

"But we thought  _this_  was the dream."

The Professor picked up a small stone from the path and examined it closely, frowning even more before looking at the Doctor, slightly alarmed, ' _Nothing,_ ' she told him, tossing it to the ground, she was getting absolutely nothing from her scan. He looked down at it and then at her.

"I think so," Amy stood, "Why do dreams fade so quickly?"

Rory walked over to the aliens, "Professor, what is going on?"

"Is this because of you?" Amy asked them, "Is this some Time Lord thing because you've shown up again?"

"Listen to me," the Professor tuned to them, "Trust nothing. From now on, trust nothing you see, hear, or feel."

"But we're awake now," Rory shook his head.

"You thought you were awake on the TARDIS too," the Doctor countered.

Amy looked around, "But we're home."

"Yeah. You're home. You're also dreaming. Trouble is, Rory, Amy, which is which? Are we flashing forwards…or backwards? Hold on tight. This is going be a tricky one."

~8~

Amy woke up on the jump seat in the TARDIS with a gasp to see the Doctor and the Professor by the console, working on the controls. The Doctor was gripping a lever, trying to move it without success.

"This is bad," he remarked, "I don't like this!" he kicked the console and grabbed his foot, "Argh!"

"Never use force," the Professor replied, "You just embarrass yourself."

"Unless you're cross, in which case, always use force," he argued, sitting down on the chair as Amy got up, rubbing his foot. The Professor turned away from the console and headed down the stairs to look under it.

"Shall I run and get the manual?" Amy asked her.

"Impossible," she called up.

"Why?"

"Doctor?"

He sighed, "I threw it in a supernova."

Amy looked at him oddly, "You threw the manual in a supernova? Why?"

"Because he disagreed with it," the Professor laughed.

"What did you dis…" Amy turned to the Doctor.

"Stop talking to me when I'm cross," he wagged a finger at her.

"Ok...but whatever's wrong with the TARDIS, is that what caused us to dream about the future?" Rory frowned, not following.

" _If_  we were dreaming of the future..." the Professor warned as she headed back up, finding nothing wrong beneath the console.

"Of course we were," Amy frowned, "We were in Leadworth."

" _Upper_  Leadworth," Rory reminded her.

"Yeah, and we could still be in Upper Leadworth, dreaming of this," the Doctor explained, "Don't you get it?"

"No, ok, no, this is real," Amy insisted, "I'm definitely awake now."

"And you thought you were awake when you were all elephanty."

"Hey,  _pregnant_."

"And you could be giving birth right now. This could be the dream."

"I told you," the Professor added, moving to stand beside the Doctor, putting a hand on his shoulder, squeezing it in comfort as he put a hand on hers in return, "Trust nothing we see or hear or feel. Look around you. Examine everything. Look for all the details that don't ring true."

"Ok, we're in a spaceship that's bigger on the inside than the outside," Rory began as the two headed to the console.

"With a bow tie wearing alien," Amy added, "And his trigger happy wife."

"I'm not THAT bad," the Professor pouted a bit, "Believe you me I was much worse before."

"So maybe 'what rings true' isn't so simple," Rory finished.

"Valid point," the Doctor muttered.

And suddenly the TARDIS powered down, leaving them in darkness.

"It's dead," the Doctor breathed, "We're in a dead time machine."

"Oh not again," the Professor sighed, though more irritated than frightened this time.

And then the birdsong returned.

"Remember," the Doctor turned to the humans as they held each other, his own hand taking the Professor's, "This is real, but when we wake up in the other place, remember how real this feels."

"It is real," Amy nodded, "I know it's real."

~8~

The Doctor and Professor were standing in the middle of the road as a group of school children passed by. Amy and Rory woke up on a bench just outside the library.

"Ok," Amy got up, " _This_  is the real one, definitely this one," she rubbed her stomach, "It's all solid."

"It felt solid in the TARDIS too," the Professor remarked with a frown, glancing at the Doctor.

"You can't spot a dream while you're having it," he waved his fingers in front of his face.

"What are you doing?" Rory asked.

"Looking for motion blur, pixilation," the Professor explained.

The Doctor nodded, "It could be a computer simulation."

She frowned, "I don't think so, though."

"Hello, doctor," an old woman greeted as she walked by.

"Hi," the Doctor smiled.

"Hello," Rory waved.

The woman paused to look at the Doctor oddly before continuing on.

"You're a doctor?" the Professor smiled at Rory, recalling what he'd told her about his aspirations to become one.

"Yeah," he smiled back before turning to the Doctor, "And unlike you, I've actually passed some exams."

"A doctor, not a nurse," he eyed Rory, "Just like you've always dreamed. How interesting," he turned and walked away.

"What is?"

"Your dream wife, your dream job, probably your dream baby. Maybe this is your dream."

"It's Amy's dream too. Isn't it, Amy?"

"Yes," Amy answered, a bit too quickly and tensely for the Time Lords not to notice, "Course it is, yeah."

"What's that?" the Doctor pointed over his shoulder at the building behind him.

"Old people's home."

They turned to look at the home, spotting several residents at the windows, looking back at them.

"You said everyone here lives to their 90s," the Professor remarked, "There's something here that doesn't make sense."

The Doctor grinned, excited, "Let's go and poke it with a stick!" he grabbed her hand and pulled her towards the home, Rory following with a groan.

"Oh," Amy put her hand on her back, "Can we not do the running thing?"

But they'd already run in. She sighed and made her way after them, following them into a lounge area where quite a few old people were sitting around, relaxing.

"Oh, hello, Dr. Williams," one of the residents greeted Rory as they entered.

"Hello, Rory, love," an old woman looked up at him, smiling from where she was knitting.

"Hello, Mrs. Poggit," Rory walked over to her, "How's your hip?"

"A bit stiff."

"Oh, easy, D-96 compound, plus..." the Doctor began but the Professor quickly put a hand to his mouth, stopping him. She gave him a smile, kissing the back of her hand before he pulled it away, dropping a kiss of his own onto her palm, smiling at her and turned back to the residents, "No, right, you don't have that yet, forget that."

"Who's your friend?" Mrs. Poggit asked Rory, "A junior doctor?"

Rory grinned, smug, "Yes."

"Can I borrow you? You're the size of my grandson."

The Doctor knelt down before her as she put a jumper over his head, "Slightly keen to move on. Freak psychic schism to sort out."

The Professor looked at the woman closely, her eyes still able to assess at least, "You're incredibly old, aren't you?"

The residents looked over at her as the birdsong began, the four of them falling to the floor.

~8~

They woke up, leaning against the console, "Ok, I hate this," Amy groaned, "Stop it, because  _this_  is definitely real, it's definitely this one. I keep saying that, don't I?"

The Doctor stood up and moved to the upper level controls.

"It's bloody cold," Rory complained a bit.

"The heating's off," he called.

"The heating's off?"

"Yeah. Put on a jumper. That's what I always do."

"Yes, sorry about Mrs. Poggit. She's so lovely though."

"Oh, I wouldn't believe her nice old lady act if I were you," the Professor warned as she looked at the console.

"What do you mean, 'act?'" Amy frowned.

"Everything's off, sensors, core power..." the Doctor grumbled.

"We're drifting," the Professor added, "The scanner's down so we can't even see out. We could be anywhere."

The Doctor frowned, heading over to her, "Someone, something, is overriding our controls."

A short, tubby man with a receding hairline and a tweed jacket, stripped shirt, and a big bow tie appeared at the top of the steps to the halls, "Well, that took a while," he remarked as they spun to face him, watching him walk down to them, "Honestly, I'd heard such good things about the two of you. Last of the Time Lords, the Oncoming Storm and his Academic Bonded, I'd have thought for sure YOU would have figured it out," he eyed the Professor, disappointed, before continuing, "Him in the bow tie, her with the blaster…"

"How did you get into my…" the Doctor began.

"Our," the Professor reminded.

"Our TARDIS? What are you?"

"What shall we call me?" the man wondered, "Well, if you're the Time Lord, let's call me the Dream Lord."

"Nice look."

"This? No, I'm not convinced. Bow ties?"

The Professor plucked an item off the console and tossed it at him, it passed through him, "Interesting."

"Finally," he rolled his eyes, "Some of those infamous brains seep through. Though I was so hoping to be impressed, but Dream Lord? It's in the name, isn't it? Spooky, not quite there," he reappeared behind them, "And yet, very much here."

"We'll do the talking, thank you," the Doctor glared, "Amy, want to take a guess at what that is?"

"Um," Amy fished, "Dream Lord. He creates dreams."

"Dreams, delusions, cheap tricks…"

"And what about the gooseberry here, does he get a guess?" the Dream Lord nodded at Rory.

"Listen, mate, if anyone's the gooseberry around here, it's the Doctor," Rory remarked.

"There's a delusion I'm not responsible for."

"No, he is. Isn't he, Amy?"

"Oh, Amy, have to sort your men out. Choose, even."

"I  _have_  chosen," Amy stated, her gaze flickering to the Professor, "Of course I've chosen," she smacked Rory on the chest, "It's you, stupid."

"Oh, good, thanks," Rory remarked.

"You can't fool me," the Dream Lord smirked, "I've seen your dreams. Some of them twice, Amy. Blimey, I'd blush if I had a blood supply or a real face."

"Where did you pick up this cheap cabaret act?" the Doctor tensed, sensing the Professor tensing as well.

"Me? Oh, you're on shaky ground."

"Am I?"

"If you had any more tawdry quirks you could open up a Tawdry Quirk Shop. The madcap vehicle, the cockamamie hair, the clothes designed by a first year fashion student...I'm surprised you haven't got a little purple space dog just to ram home what an intergalactic wag you are. Where was I?"

"You were..." Rory started.

The Dream Lord appeared on the upper level, "I know where I was. So, here's your challenge. Two worlds. Here in the time machine and there in the village that time forgot. One is real, the other's fake. And just to make it more interesting you're going to face, in both worlds, a deadly danger. But only one of the dangers is real. Tweet, tweet. Time to sleep," they started to fall to the ground as the birdsong began, "Oh, or are you waking up?"

~8~

They woke up in the now empty lounge, all the elderly gone.

The Dream Lord entered, dressed in a suit with an x-ray in his hand, "Oh, this is bad. This is very, very bad. Look at this x-ray. Your brain is completely see through. But then, I've always been able to see through you, Doctor."

"Always?" Amy frowned, "What do you mean, always?"

"Now then, the prognosis is this," he looked at the Doctor as he sat down in Poggit's chair, "If you die in the dream you wake up in reality. Healthy recovery in next to no time. Ask me what happens if you die in reality?"

"What happens?" Rory asked.

"You die, stupid. That's why it's called reality."

"Have you met the Doctor before?" Amy turned to him, "Do you know him? Doctor, does he?"

"Now don't get jealous. He's been around, our boy. Never mind that. You've got a world to choose. One reality was always too much for you, Doctor. Take two and call me in the morning," and with that, he disappeared.

"Ok, I don't like him," Rory remarked.

Amy crossed her arms and looked at the Doctor, "Who is he?"

"Don't know," he shrugged as the Professor sat on the chair's armrest in thought, his arm automatically going around her waist, "It's a big Universe."

"Why is he doing this?"

"Maybe because he has no physical form. That gets you down after a while, so he's taking it out on folk like us who can touch and eat and feel," he pulled the jumper off.

"What does he mean, 'deadly danger?'" Rory frowned, "Nothing deadly has happened here. A bit of natural wastage, obviously."

"They've all gone..." the Professor remarked, "They've all gone!" she grabbed the Doctor's hand and pulled him out of the room, the others following as they ran out onto the road, looking around to where the children were playing on the local ruins with their teacher.

"Why would they leave?" Rory asked.

"And what did you mean about Mrs. Poggit's act?" Amy asked.

"One of my tawdry quirks," the Doctor nodded, "Picked up from the Professor, sniffing out things that aren't what they seem. So come on, let's think."

"The mechanics of this split we're stuck in..." the Professor began, "Time asleep matches time in our dream world, unlike in conventional dreams."

"And we're dreaming the same dream at the same time," Rory tried to follow along.

"Yes," the Doctor nodded, "Sort of communal trance..."

The Professor shook her head, "But those are very rare."

He had to agree, "And very complicated."

"There must be a dream giveaway though, somewhere..."

"We'd have spotted it by now but my mind isn't working because this village is so dull! We're slowing down.."

"Speak for yourself," the Professor scoffed.

"...like you two have!" the Doctor continued, ignoring her as he gestured at Amy and Rory.

Amy suddenly grabbed her stomach, "Oh. Ow. Really. Ow!" she screamed, "It's coming."

"Help her, you're a doctor!" the Doctor turned to Rory, frantic.

"You're a doctor!" he countered.

"You're both doctors," the Professor reminded them with just a faint smile on her face at the ploy in the works.

The Doctor turned and squatted down before Amy, as though to catch the baby should it fall out, "What do we do?"

Amy stood up, calm, "Ok, it's not coming."

The Doctor stood as well, "What?"

"This is my life now and it just turned you white as a sheet. So don't you call it dull again, ever. Ok?"

"Sorry."

"Yeah," she walked off and Rory followed.

"Never upset a pregnant woman," the Professor told the Doctor sagely, "You'd think you'd have learned that dealing with Mayra."

He paled even more, "Don't remind me."

He'd spent the better part of the pregnancy hiding in the Professor's rooms in the Academy, trying to avoid her rampant cousin. Very near the end, Mayra had been on a war path if someone so much as looked at her funny. He did feel bad about seemingly abandoning her for so long during a crucial part of her pregnancy, but…she was mad scary and he wanted to at least live to see the birth of his child.

He looked over to see the Professor looking at the ruins, watching Poggit head towards them before moving to join Amy over by the swings. The Doctor moved to take the swing beside Amy before Rory could but the Professor somehow managed to beat him to it, sending Amy a small triumphant smile in the process.

"Now, we all know there's an elephant in the room," the Doctor remarked as he leaned against the side of the swing.

"I have to be this size, I'm having a baby," Amy snapped.

"No, no. The hormones seem real, but no. Is nobody going to mention Rory's ponytail?" he started to smile before looking at the Professor, "You hold him down, I'll cut it off."

"And trust you with scissors?" she laughed, "Not on your life. Knowing you, you'd end up cutting him bald and nicking one of your own arteries in the process."

"That only happened once!"

She shook her head and laughed, "And  _that's_  only because I never let you near scissors again after!"

She'd had collected a doll or two on Gallifrey and would often get bored with their unchanging hair styles and try to fix them up herself. The Doctor had walked in on her once and, being so incredibly bored at the moment, asked to help…the rest was a sad affair involving a pair of shears, a mutilated doll, the Doctor half bleeding to death on her floor, and a relative fear of  _ever_  letting him near  _anyone's_  hair with  _anything_  even  _remotely_  sharp.

He pouted and Amy laughed.

"This from the man in the bow tie," Rory muttered.

"Bow ties are cool," the Doctor remarked, looking over at Mrs. Poggit as she watched the children, "I don't know about you, but I wouldn't hire Mrs. Poggit as a babysitter."

The Professor frowned, "What's she doing? What does she want?"

The birdsong began again.

"Oh, no, here we go," Amy groaned.

~8~

The Doctor and Professor stood at the console, trying to get it to work when Amy and Rory woke.

"It's really cold," Amy rubbed her arms, "Have you got any warm clothing?"

"What does it matter if we're cold?" the Doctor snapped, "We have to know what she is up to!"

"Doctor," the Professor put a hand on his shoulder.

He dropped his head onto it and she moved her hand to run through his hair quickly before he straightened, "Sorry. Sorry."

"There should be some stuff down there," she nodded at a chest by the wall, "Have a look."

Amy turned and moved to the chest down where the Professor had nodded with Rory as the Doctor moved to the space under the console and looked around. He spotted a box with a crank and pulled it, the crank fell off and the box opened, showing a number of odds and ends inside. He gathered them up and carried them back to the Professor, the two of them getting to work building something. A few moments later, they had just completed it when Amy came back, a handful of blankets in her arms.

"I could only find three…" Amy remarked, setting the blankets down.

The Doctor nodded and handed the gadget to Rory, "Ah, Rory, wind," and then gave Amy a wire connected to it, "Amy, could you attach this to the monitor, please."

"I was promised amazing worlds," Rory sighed, "Instead I get duff central heating and a weird, kitchen windup device."

"It's a generator," the Professor smiled at him reassuringly, "Get winding."

"It's not enough," Amy called from the monitor.

"Rory, wind," the Doctor called.

"Why is the Dream Lord picking on you?" Rory asked as he wound faster, "Why us?"

The monitor flickered to life, revealing a starscape, Amy frowned, looking at it, "Where are we?"

"We're in trouble," the Doctor breathed as he and the Professor spotted a large, white star looming.

"What is that?" Rory asked.

"A star," the Professor replied, "A cold star," she sighed, "And we've no environment checks so…" she walked over to the door and opened it. A blinding light shown through it, gusts of cold air rushing in, "That's why we're freezing. It's not a malfunction. We're drifting towards a cold sun," she shoved the door closed.

"That's our danger for this version of reality," the Doctor nodded.

"This must be the dream," Amy decided, "There is no such thing as a cold star. Stars burn."

"So's this one. It's just burning cold."

"Is that possible?" Rory shook his head.

"I can't know everything. Why does everybody expect me to, always?" he turned to sit on the jump seat dejectedly.

The Professor sighed, "Not even I know if that's possible," she told them.

"Ok," Rory nodded, "This is something you haven't seen before. So does that mean this is the dream?"

"Don't know," the Doctor shrugged, "But there it is, and I'd say we've got about 14 minutes until we crash into it. But that's not a problem."

"Because you know how to get us out of this?"

"Because we'll have frozen to death," the Professor winced, having to tell them that.

"Then what'll we do?" Amy asked.

The Doctor stood and took out a stethoscope, pressing it to the console, "Stay calm. Don't get sucked in to it, because this just might be the battle we have to lose."

"Oh, this is so you, isn't it?" Rory scoffed.

"What?"

"What, a weird new star, 14 minutes left to live, and only you two to save the day. I just wanted a nice village and a family."

"Oh, dear, Doctor," the Dream Lord appeared behind him, "Dissent in the ranks. There was an old doctor from Gallifrey, who ended up throwing his life away. He ran from his love and..." he stopped, hearing the birdsong, "Oh, no, we've run out of time. Don't spend too long there, or you'll catch your death here."

~8~

The Doctor and Professor rushed up the steps of the ruins, looking around at the now empty area, "Where have the children gone?" the Doctor breathed, running over to a few small piles of dirt and cloth, sonicing them as the Professor looked at them sadly, not needing to touch them to know what they were.

"Don't know," Rory shrugged as he and Amy joined them, "Play time's probably over," he looked at Amy, "You see, this is the real one. I just feel it," he turned to look out at the village, "Don't you feel it?"

"I feel it both places," she replied.

"I feel it here. It's just so tranquil and relaxed. Nothing bad could ever happen here."

"Not really me, though, is it? Would I be happy settling down in a place with a pub, two shops and a really bad amateur dramatics society? That's why I got pregnant, so I don't have to see them doing 'Oklahoma.' Doctor, what are you doing? And what are those piles of dust?"

"Play time's definitely over," the Professor murmured as the Doctor let a handful of dust fall through his fingers.

"Oh, my God," Amy gasped, realizing what the dust was.

"What happened to them?" Rory gaped, horrified.

The Doctor stood, looking out to the village where the elderly were walking along the path, "I think they did."

"They're just old people," Amy shook her head.

"No," the Professor replied, "They're  _very_  old people."

The Doctor took her hand and they headed down the steps, "Sorry, Rory, I don't think you're what's been keeping them alive."

As the elderly lined up along the path, facing them, the small group headed towards them, when the Dream Lord appeared, "Hello, peasants," he grinned, "What's this, attack of the old people? Oh, that's ridiculous. This has got to be the dream, hasn't it? What do you think, Amy? Let's all jump under a bus and wake up in the TARDIS," he turned to the Professor, "You're all about rushing into danger now, you first!"

"Leave her alone!" the Doctor snapped, glaring at the man as he pulled the Professor behind him.

"Do that again. I love it when he does that. Tall dark hero, 'leave her alone.' What do you think Amy?"

"Just leave her!" Rory tried to defend Amy, not quite as intimidating as the Doctor though.

"Yes, you're not quite so impressive. But I know where your heart lies, don't I, Amy Pond?"

"Shut up!" Amy frowned, "Just shut up and leave me alone."

"But listen, you're in there. Loves a redhead, the Doctor! Can't wait for the day he gets to be ginger. Has he told you, though, that he prefers a blonde? After all the Professor here was blonde first, so, naturally, that'll always be his favorite…"

The Professor looked at the Doctor, a bit shocked at that new bit of information, she hadn't known that.

"Drop it," the Doctor blushed before clearing his throat, "Drop all of it. I know who you are."

"Course you don't."

"Course I do. No idea how you can be here, but there's only one person in the Universe who hates me as much as you do."

"Never mind me! Maybe you SHOULD worry about them."

The elderly had arrived.

"Hi," Rory greeted as they stepped closer, the Dream Lord disappearing.

"Hello," the Doctor added, "We were wondering where you went. To get reinforcements! Are you alright? You look a bit tense."

"Hello, Mr. Nainby!" Rory smiled, stepping towards one of the old men.

"Rory..." the Professor warned.

"Mr. Nainby ran the sweet shop. He used to slip me the odd free toffee," Nainby grabbed Rory by the collar and lifted him up, "Did I not say thank you?" and threw him back onto the mud, "How did he do that?" he quickly got to his feet.

"I suspect he's not himself," the Doctor remarked, "Don't get comfortable here. You may have to run. Fast."

"Can't we just talk to them?" Amy tried when the elderly opened their mouths to reveal a green, reptilian eye, "There is an eye in her mouth!"

The Doctor soniced them, "There's a whole creature inside her. Inside all of them. They've been there for years, living and waiting."

"That is disgusting," Rory grimaced, "They're not going to be peeping out of anywhere else are they?"

Mrs. Poggit leapt forward and shot a green mist at Rory. He jumped back, pulling Amy back with him.

"RUN!" the Professor shouted as she and the Doctor stood in front of the aliens, blocking the elderly as the two ran off.

"Ok, leave them," the Doctor kept his eye on the old people, "Talk to us. Talk to us."

"You are Eknodines," the Professor eyed them, "A proud, ancient race, you are better than this."

"Why are you hiding away here? Why aren't you at home?"

"We were driven from our pl..." Poggit began.

"…planet by upstart neighbors," the Professor nodded, glancing at the Doctor, "That should have been obvious, we learned that in school."

"Did we?" he looked at her.

She rolled her eyes, "We did a project on them," she reminded him, "We dressed up as them for extra points?"

"Oh right!" he smiled, "The Master was really cross that we got better marks than him for that. He tried to sabotage my woodshop project."

"I remember that," she nodded, she still couldn't believe he'd signed up for woodshop, given how much he disliked wood because of how much it interfered with the sonic. But then she shook her head, "Probably not the best time for the nostalgia tour."

"Right yes," he nodded, turning back to the threat at hand, "Sorry, continue."

"We've been..." Nainby continued.

"…been living here inside the bodies of old humans for...years," he sighed, realizing that as well, "No wonder they live so long, you're keeping them alive."

"We were humbled and destroyed," Poggit added, "Now we will do the same to others."

"Ok, makes sense, I suppose. Credible enough, could be real."

A man pushing his bike walked past them, "Morning," and Poggit simply shot her green mist at him, turning him to dust.

"You need to leave this planet," the Professor turned to Poggit, serious, but she just screeched.

~8~

The Doctor and Professor were running down the road as the elderly followed. The Doctor stumbled, nearly falling asleep as he ran, fighting off the birdsong while the Professor simply tensed, having experience being exhausted and fighting to stay awake from her training.

She turned, pulling the Doctor towards a nearby butcher shop, half shoving him in as she turned and flipped the sign to 'closed.'

"Oh, I love a good butcher's don't you?" the Dream Lord appeared behind the counter, dressed every bit the butcher, "We've got to use these places or they'll shut down. But you're probably a vegetarian, you big flop-haired wuss."

"Oi, stuff it!" the Professor snapped as she grabbed a key from a shelf and moved to unlock another door in the back, her hands only just starting to shake from the birdsong.

"Oh, snippy are you? Agitated? Maybe you need a little sleep. Some rest to relax…" the birdsong got louder and the Professor nearly slipped to the floor. The Doctor though, grabbed her, "Oh, wait a moment," and pulled her up, taking the key and unlocking the door, "If you fall asleep here, several dozen angry pensioners will destroy you with their horrible eye things," they managed to get through the door and into the hall, the Doctor sticking his fingers in his ears, "Fingers in the ear? Brilliant!" the Doctor slid down the wall, as the Professor stumbled, "What's next, shouting 'boo?'" he turned and motioned the elderly in, "Come in. Come in. Yes, we've got lots at 'steak' here this week. Lots at steak. Get it?" the Professor let out a groan and pulled the Doctor up, gripping the handle of a freezer, "Are these jokes wasted on you?"

She tugged at the freezer but it was locked, "Wait, stop..." the Doctor mumbled, reaching into his pocket.

"Oh, I can't watch," the Dream Lord lamented, putting his hands over his eyes, but peeking through his fingers at them.

The Doctor soniced the lock and they ran into the room, slamming it shut behind them, locking it again, and falling to the floor as the elderly pounded at the door.

~8~

The Doctor and Professor jolted awake in the TARDIS, Amy and Rory across from them.

Amy grabbed a blanket and clutched it, "Ah, it's colder."

"The four of us have to agree, now, which is the dream," the Professor turned to them, buttoning the Doctor's jacket up.

"It's this, here," Rory said.

"He could be right," Amy nodded, "The science is all wrong here, burning ice?"

"No, no, no, ice can burn, sofas can read, it's a big Universe," the Doctor sighed.

"We have to agree which battle to  _lose_ ," the Professor corrected, "All of us, now."

"Ok, which world do you think is real?" Amy asked them.

"This one," the Doctor said.

"No, the other one!" Rory countered.

"Yeah, but are you disagreeing, or competing?"

"Competing over what?" Amy frowned.

Rory looked at her while the Doctor kept his eyes on Rory. The Professor looked back and forth, knowing what they were on about. Here, Rory was in an awkward state with Amy while the she and the Doctor were close, but in the dream world, he had the ideal life with Amy and the aliens out of the picture, not that she could blame him for seeing it that way, they did tend to disrupt lives wherever they went.

Amy just rolled her eyes at them and stood.

The Doctor checked his watch, "Nine minutes till impact," he stood up, helping the Professor up as well, buttoning her jacket like she had his.

"What temperature is it?" Amy asked.

"Outside? Brrrr. How many noughts have you got? Inside? I don't know but I can't feel my feet and...other parts."

"I think all my parts are basically fine," Rory remarked.

"Stop competing!"

"Can't we call for help?" Rory picked up the phone.

"Oh yes, because the Universe is really small," the Professor responded lightly, if sarcastically, "There's bound to be someone around," she tapped Rory gently on the head with the phone and put it back.

"Put these on, the lot of you," Amy cut in, tossing them a blanket with a slit in the middle.

"Oh, a poncho," Rory remarked as Amy put one over his head, "The biggest crime against fashion since lederhosen," he frowned, seeing Amy didn't have one, "No, take mine…"

"No…"

"Here Amy," the Professor moved and put her own over Amy, "I'm fine."

"Oh no you don't," the Doctor turned and put his over the Professor, pointing a finger at her as she turned to argue, "No arguments. We don't have time," he glanced at the monitor as the star loomed closer.

The Professor sighed, her eyes on the star, and the Doctor looked at her, concerned, "What is it?"

She shook her head, "Nightmares and new stars," she murmured, glancing at him, "Haven't we done this bit before?"

~/~\~

_He frowned, watching her. She was standing before the observation window on the deck of the ship their class had taken for their trip. Any moment now a star would be born and they all had a front row view of it. It was exciting and amazing and he was nearly buzzing to see it…but she wasn't._

_He could tell, he could just tell, just by looking at her, that something was wrong. She was pale, and there were little dark spots under her eyes which just looked so tired, slightly red, she seemed dazed, as though she hadn't gotten much sleep. And he knew she hadn't._

_Last night she had activated the teddy bear, he'd woken up in the middle of the night to a small light flashing and immediately bolted out of his room. He'd snuck out of his dorm, raced down the halls to her room. He'd come to a bit of a pickle when he got to the door, but managed to pick the lock well enough to get in, thinking that he really should try and find a better way of opening locks, she needed him! The dorm room was almost exactly like every other room, a circular sitting room with four doors, three for the bedrooms and one for the bathroom. He'd looked around, not sure which room was hers, but then he'd heard it, a soft crying sound, and made his way to the first door on the left. He'd tugged on the knob and found it was open, peering in to see her curled up on her bed, clutching the bear, crying, trying to do so as silently as possible so as not to disturb her roommates._

_He'd spent the night barely sleeping himself as he tried to calm her down. From what little he'd gotten from her, she'd had a terrible nightmare…about him getting hurt, about someone hurting him, and had to make sure he was ok. But he knew it had shaken her badly, she'd refused to go back to sleep so they'd spent the night talking, well, he talked, a lot, but he did get her to smile twice._

_He shook himself out of his thoughts and walked over to her, putting a hand on her shoulder, startling her a bit, "It's alright," he assured her, "Just me," he smiled at her and was rewarded with a little one back, "You ok?"_

_She took a breath and nodded, but he frowned, she wasn't talking. He'd worked for ages getting her to talk to him, actually talk._

_"No you're not," he sighed and she looked away, "That's ok, you know," she looked at him, "It's normal to get scared, nightmares are scary. I get nightmares sometimes."_

_"You…do?" she asked quietly._

_"Oh yeah, everyone does," he nodded, smiling a bit more now that she was talking, "But they're just dreams, they're not real, no matter how much they seem so at first."_

_She just crossed her arms, uncomfortable, her right hand rubbing her right shoulder as he'd noticed she did when she got uncomfortable._

_He reached out and took her hand, placing it on his own right shoulder, letting her feel his right heart beating, "See, I'm fine. I'm not going anywhere," he placed his own right hand on her right heart too, "Neither are you."_

_She looked down, tears in her eyes, "You can't promise something like that."_

_He let out a little laugh, "Oh can't I?" she looked up at him, confused, and he just nodded to the window, where a little light grew brighter, the star forming. He reached back to his chest and pulled her hand away, clutching it in his right hand, "You know a promise before a new-born star is unbreakable yeah?" she nodded, "I promise, I will never leave you, never ever."_

_"R-really?" she clutched his hand._

_He nodded, "And if I'm ever forced to leave you, which'll likely be against my will, kicking and screaming," she gave a little laugh at that, "I'll come back. Nothing'll stop me. I'll find you again."_

_She smiled, "I promise not to leave you too, that I'll come back," she smiled a bit more, "But…I think I'll find you first."_

_"You will, will you?" he beamed._

_She shrugged a bit, "I always find you during 'Hide and Peek.'"_

_"That's 'Hide and Seek,'" he laughed, making her laugh too._

_He squeezed her hand once more and they turned to watch the star as it finished forming, the light shining off it, casting a warm light around the room._

~/~\~

"Yeah we have," the Doctor said softly, kissing the side of her head.

"We're not going to die," Rory muttered, coming to stand by them and look at the monitor, not having heard them.

"No, we're not," the Doctor agreed, checking his watch, getting back to the danger at hand, "But our time's running out. If we fall asleep here, we're in trouble," he started to pace.

"If we could divide up," the Professor spoke in thought, "Then we'd have an active presence in each world…"

"But the Dream Lord is switching us between the worlds. Why? Why? What's the logic?"

The Dream Lord appeared in a poncho, pacing alongside the Doctor, "Good idea, sergeant," the Doctor jumped back and stood by the Professor as the Dream Lord faced them, "Let's divide you four up, so I can have a little chat with our lovely Companion and resident Time Lady," Amy and the Professor exchanged an anxious look, "Maybe I'll keep them and you can have pointy nose to yourself for all eternity, should you manage to clamber aboard some sort of reality."

"Can you hear that?" Rory asked as the birdsong began.

"What?" Amy shook her head, "No."

"Doctor…" the Professor turned to him, scared for him more than her.

"Don't worry," he reassured her, "We'll be back."

And then they slumped to the floor.

"About time," the Professor remarked, pulling off her poncho and slipping it around the Doctor now that he couldn't complain.

"Oh, we are going to have so much fun, aren't we?" the Dream Lord grinned.

~8~

The Doctor awoke in the freezer to find the Professor still asleep and curled up beside him. He looked at the door and back to her, before moving to lift her up. He put his arm around her waist, holding her to him, as he flicked the settings of the sonic a moment before throwing the door open and blasting the lamp above the elderly.

They covered their eyes at the explosion and he quickly scooped the Professor into his arms and ran, straight out of the shop and across the street, through another yard and onto a different road where an elderly man was attacking a man in an old VW bus.

"Oh, help, somebody!" the man called.

"You couldn't live near the shops, could you?" the Doctor muttered, holding the Professor closer as he ran over, he quickly put her in the passenger's seat, before racing around and shoving the elderly man away to hop in the driver's seat, "It's ok, it's only me."

He floored it and the bus sped through the village, slowing only when they saw two young women surrounded by elderly. The man in the back slid the back door open.

"Get in!" the Doctor shouted, "Get in, get in. Quickly, quickly, over here. Quickly, come on, jump in. Quick get in now, quickly. Hurry up," the two women ran after the car, jumping in the side as the man slammed the door closed, "Are we in?" he asked, continuing on, only to shake his head, seeing a young family at the corner of another street. He jammed on the brakes, "Come on!" he called, ushering them over, "Let's go, quickly, all four, that's it everyone in!" before taking off again.

~8~

Amy sat on the steps, a layer of ice coating the inside of the TARDIS, as the Professor sat with her back resting against the console, the Doctor's head on her lap, just running her hands through his hair.

"Are you ok?" Amy asked her, shivering a bit. She couldn't understand how the girl seemed so unaffected by the cold. Granted her lips were turning blue, there was ice in her hair, she was clutching her jacket with one hand, but she didn't seem as outwardly effected as her and she didn't even have a poncho!

"Fine," she replied, "We were trained to be able to endure in any extreme."

Amy nodded, the Doctor and Professor had told her about the war, about her training, about the Daleks after they had encountered them with Churchill. They'd spoken of the horrors of the war, exactly what sort of soldier the Professor was, how it ended…she had truly felt for the Professor when she'd said the training, that sort of experience, would never leave her. Some things left such a deep scar on them that it carried over in every incarnation they would have. The Doctor's guilt over what happened to the Time Lords would never go away nor would her training. She would always have it in her, always feel more comfortable with a gun than without, always have the ability to tap into that training when need be…

"Poor Amy," the Dream Lord appeared beside her, "He always leaves you, doesn't he? Alone in the dark. Never apologizes."

"He doesn't have to," she got up and moved away from him.

"That's good, because he never will. The only one he'll ever apologize to for leaving is her," he nodded at the Professor, "She's the only one he'd ever regret leaving for that matter. But now…he's left you both here with me. Spooky old, not-to-be-trusted me," he relocated to a chair, lounging back, in a robe that bared his chest, "Anything could happen."

"Almost anything," the Professor corrected, not even perturbed, as she focused on the Doctor.

"Who are you and what do you want?" Amy demanded, facing him, "The Doctor knows you, but he's not telling me who you are. And he always does. Takes him awhile sometimes, but he tells me. So you're something different."

"Oh, is that who you think you are?" the Dream Lord asked, amused, "The one he trusts?"

"Actually, yes."

He stood, "The one girl in the Universe to whom the Doctor tells everything?"

"Yes."

"So what's his name?"

"You know we're not allowed to tell anyone our names," the Professor remarked.

"But he told you his," the man smirked, "Before you were even Bonded."

She nodded, "As I told him mine."

The Dream Lord smiled and glanced at Amy, nodding at the Professor, "Amy Pond meet the  _only_  one he trusts and tells everything to," he disappeared a moment later and appeared between the Doctor and Rory's feet, "So, knowing that, which one of these men would you really choose? Look at them. You ran away with a handsome hero. Would you really give him up for a bumbling country doctor who thinks the only thing he needs to be interesting is a ponytail?"

"Stop it!" Amy glared, even though her heart could hear the truth in his words, she was not going to make the same mistake and lose both the Professor and the Doctor because of it.

"But maybe it's better than loving and losing the Doctor," he stood, "Pick a world and this nightmare will all be over. They'll listen to you. It's you they're waiting for. Amy's choice."

He disappeared, leaving the two women in silence. Amy knelt down by Rory and straightened his poncho, unable to help a glance at the Doctor where the Professor was still stroking his hair.

~8~

The Doctor pulled the bus up in front of a church, quickly shooing everyone out, "Everybody, out, out, out! Into the church, that's right. Don't answer the door."

He then proceeded to drive the bus back towards Amy and Rory's cottage, glancing at the Professor every so often to make sure she was alright. He looked up to see the Dream Lord sitting in the backseat, wearing a racecar driver's suit, his helmet on his lap

"It's make your mind up time in both worlds," he remarked.

"Bye," he glared, "I need to find my friends."

"Friends? Is that the right word for the people you acquire? Friends are people you stay in touch with. Your friends never see you again once they've grown up. The old man prefers the company of the young, does he not?"

He disappeared and the Professor jolted awake.

~8~

The Doctor pulled up to the cottage, only to see the elderly laying siege to it. He glanced at the Professor to see her eyeing the building for a way in.

"Ok," she nodded, spotting it and leading him out from the bus.

~8~

Amy gasped as Rory cut his ponytail off, "I was starting to like it!"

The couple looked over at a squeaking noise to see the Doctor and Professor climbing into the yellow nursery through one of the windows.

"It's alright," the Doctor called, falling to the floor, "We had to stop off at the butcher's."

The Professor jumped down beside him, dropping into a crouch automatically before straightening.

"What are we going to do?" Rory asked them.

"I don't know," he sighed, "I thought the freezing TARDIS was real but now I'm not so sure."

Amy gasped, clutching her stomach, "I think the baby's starting."

"Honestly?" Rory turned to her.

"Would I make it up at a time like this?"

"Well, you do have a history of..." she glared at him, "Being very lovely," Amy cried out, "Why are they so desperate to kill us?"

"They're afraid," the Professor said, helping the Doctor up, thinking back to a time when fear had led a group of humans to attack the Doctor, a time when their fear had forced her to do an unspeakable thing to save him, sacrifice what was left of a human life, "Fear generates savagery."

The Doctor squeezed her hand tightly, knowing she was thinking about their trip to Midnight.

A piece of garden statuary flew through the window. Rory ran over to check and Poggit popped up, shooting him in the shoulder with the green mist. He fell back with a groan, stumbling away and dropping to the ground by Amy as the Professor ran over, whacking Poggit with a lamp only for the woman to spit the green mist at her as she fell back, striking her right in the chest.

"No!" the Doctor shouted, running to the Professor's side as she slumped down the wall, "Professor!"

She winced, her body already starting to dissolve from the direct hit, "This wasn't how I wanted to go…"

"And how was that," he grabbed her hand.

"Kicking and screaming," she laughed a bit, looking at him, serious, squeezing his hand, "You know what to do," he nodded, "I love you."

"I love you too," he breathed as she fell into dust before he could even kiss her goodbye.

"Rory!" Amy wept at her husband's side, the Doctor wiped his eyes and turned to look at Amy as Rory fought the disintegration.

"No!" he groaned, "I'm not ready…" he started to dissolve.

"Stay…"

"Look after our baby…" he breathed before dissolving.

"No. No. Come back!" Amy looked at him, tears in her eyes, "Save him. You save everyone. You always do. It's what you do."

"Not always," he swallowed hard, glancing at the Professor's pile of ash, "I'm sorry."

"Then what is the point of you?" she demanded, before taking a breath and pushing herself up, "This is the dream. Definitely, this one. Now, if we die here, we wake up, yeah?"

He nodded, "Unless we just die."

"Either way, this is my only chance of seeing him again. This is the dream."

"How do you know?"

"Because if this is real life, I don't want it. I don't want it."

"I agree," he breathed, placing a gentle hand on the Professor's ashes and getting up. He turned, following Amy down the stairs and out of the house where the elderly made no move to attack.

"Why aren't they attacking?" Amy asked.

"Either because this is just a dream or because they know what we're about to do," he sighed as they walked to the car, Amy held out her hand, "Be very sure. This could be the real world."

"It can't be. Rory isn't here. I didn't know. I didn't, I didn't, I honestly  _didn't_ , till right now. I just want  _him_."

The Doctor nodded, "He's a lucky man," he remarked, "Took me a nearly century to realize I loved the Professor," he handed her the keys.

She nodded and moved to the driver's side, getting in and starting the car as the Doctor got into the passenger's side.

"I love Rory, and I never told him, but now he's gone," Amy murmured, flooring it, before turning the wheel and plowing the car into the side of the house.

~8~

There was a thick layer of ice covering everything in the TARDIS as they woke up, slowly opening their eyes. Amy reached out her hand to Rory, clasping his hand as the Doctor pushed himself to his knees beside the nearly frozen Professor and hugging her tightly to him, shaking his head as he realized just why  _he_  had a poncho on when he was sure he'd given his to  _her_.

"So..." the Dream Lord appeared, "You chose this world. Well done. You got it right. And with only seconds left. Fair's fair. Let's warm you up," he walked over to the console and pushed a lever, restoring the power and starting to melt the ice, "I hope you've enjoyed your little fictions. It all came out of your imagination, so I'll leave you to ponder on that. I have been defeated. I shall withdraw. Farewell," he disappeared.

The Doctor stood slowly, helping the Professor to her feet as they both started to work the controls.

Amy and Rory knelt, facing one another, "Something happened," Rory frowned, "I...what happened to me? I..." Amy just pulled him into her arms, "Oh. Oh, right. This is good. I am liking this. Was it something I said?" she pulled back and just looked at him softly, "Can you tell what it was so I can use it in emergencies? And maybe birthdays."

The TARDIS started up again and they looked over, "What are we doing now?" Amy asked.

"Us?" the Professor grinned a bit, "We're going to blow up the TARDIS."

"What?" Rory's eyes widened.

"Notice how helpful the Dream Lord was?" the Doctor remarked, "Okay, there was misinformation, red herrings, malice, and I could have done without the limerick, but he was always very keen to make us choose between dream and reality!"

"What are you doing?" Amy gasped.

"Doctor!" Rory shouted, "The Dream Lord conceded. This isn't the dream!"

"Yes, it is," the Professor nodded.

Amy looked at Rory, "Stop them!"

"Stars burning cold," the Doctor scoffed, "Do me a favor!"

"The Dream Lord has no power over the real world," the Professor explained, "He was offering us a choice between two dreams."

"How do you know that?" Amy asked.

"Because I couldn't scan anything in either so called reality."

"And…" the Doctor added, "I know who he is."

He pulled a lever and the TARDIS exploded.

~8~

The Doctor was leaning against the console, his hand out as the Professor pushed around something in it when Amy and Rory came down the steps from the hall.

"Any questions?" the Doctor asked.

"What's that?" Amy nodded at the small, glittering bits in his hand.

"Specks of psychic pollen from the candle meadows of Karass don Slava," the Professor assessed, smiling, happy she could once again scan things.

"Must have been hanging around for ages," the Doctor nodded, "Fell in the time rotor, heated up and induced a dream state for all of us," he went to the door and blew them into space.

"So that was the Dream Lord then, those little specks?" Rory frowned.

"No, no. No. Sorry, wasn't it obvious? The Dream Lord was me."

"Psychic pollen, it's a mind parasite," the Professor explained, "It feeds on everything dark in you. Gives it a voice, turns it against you."

"I'm 907. It had a lot to go on."

He was actually quite relieved it had seemed to take on his more recent thoughts and nothing from the war. The dreams the Dream Lord had provided had finally forced Amy to make her choice, to pick the man she truly loved, Rory. She could say all she wanted that she picked Rory and chose Rory and loved Rory, but now...now she truly believed it and realized it was true. The Professor had begun the process of helping Amy realize that, by turning her attention away from him and warning her off, but the he, or at least the Dream Lord, had succeeded in finishing it, making it real. Now Amy could see what he and the Professor had known, that Rory was the one for her.

"But why didn't it feed on us, too?" Amy shook her head.

"Darkness in you pair?" the Doctor nearly laughed, "It would've starved to death in an instant."

The Professor nodded, "We choose our friends with great care."

"Otherwise we're stuck with our own company, and you know how that works out."

"Just be happy it got the Doctor and not me," the Professor added, very thankful it had happened that way.

"Why?" Rory frowned.

"I guarantee you wouldn't have survived my darkness."

Rory eyed her a moment, before shaking his head, "I can't quite see you having a darkness."

She smiled, truly touched, "Thank you Rory."

"But," Amy cut in, looking at the Doctor, "Those things he said about you. You don't think any of that's true?"

The Doctor didn't answer.

The Professor walked over to him, "Doctor…" she got his attention, "While you may be a tawdry quirked, cockamamie haired, badly dressed, gooseberry…"

"Is this supposed to cheer me up?" he frowned at her.

"You're MY tawdry quirked, cockamamie haired, badly dressed, gooseberry and I wouldn't have you or your madcap vehicle any other way," he grinned at her, "And on another note…while the Dream Lord may be the one person in the Universe who hates you as much as he did…there is NO ONE in the Universe who loves you as much as I do," and with that she gave him a deep kiss which was only broken by the Doctor's inability to stop smiling into it.

Amy smiled lightly, watching them, she could see it now. How much they loved each other, how much they needed each other. The Doctor needed her to pull him out of his guilt at times while she needed the Doctor to remind herself that no matter the darkness within there was always light as well.

"There's still one thing I don't understand," Rory said after a moment, "'Cos what I don't get is you blew up the TARDIS, that stopped that dream, but what stopped the Leadworth dream?"

"Amy?" the Doctor grinned, pulling the Professor to his side, "You want to take that one?"

Amy turned to Rory, blushing, slightly embarrassed, "We crashed the camper van."

"Oh, right," Rory nodded with a frown, "I don't remember that bit."

"No, you weren't there, you were already..."

"Already what?"

"Dead," she swallowed hard, "You died in that dream. Mrs. Poggit got you."

"Ok...but how did you know it was a dream? Before you crashed the van, how did you know you wouldn't just die?"

"I didn't," she admitted.

Rory's eyes widened, "Oh."

"Yeah."

And then he smiled, realizing something more, he reached out and took her hands, "Oh."

"Yeah, 'Oh.'"

Rory leaned in and kissed her, Amy quickly kissing him back as the Doctor and Professor watched with smiles.

"So..." the Doctor applauded, "Well, then, where now? Or should we just pop down to the swimming pool for a few lengths?"

"I don't know," Rory shook his head, the smile still etched on his face, "Anywhere's good for me. I'm happy anywhere. It's up to Amy this time. Amy's choice."

The Doctor clapped his hands and turned to the controls, pausing when he saw the Dream Lord smile back at him in his reflection. But then a hand landed on top of it. He looked up to see the Professor look at him before she gave him a peck.

"You know," she began, smiling at him, "I think I'd like to finally get some use out of that swimming pool," she remarked. She hadn't gotten a chance to use it since they'd fallen into it when the TARDIS crashed. They'd rushed off to the Starship UK, then got called to Churchill's office where she'd broken her hand and so swimming had been out of the question due to her cast, till only recently.

"That's alright," Amy told her, "I think Rory and I'd just like some time together," she took Rory's hand and squeezed it, smiling at him.

The Professor nodded and took the Doctor's hand, "Come on you," she tugged him to the steps, "We're going swimming, right now."

"But..."

"No ifs, ands, or buts about it."

"Our swimwear is in our room," he reminded her.

The Professor just gave him a peck, "We won't be needing the swimwear," she whispered and suddenly she was the one being tugged along by him, down the various halls to the library, which still held the swimming pool in the center of it.

The Doctor didn't even wait before running for the pool, pulling her in with him, both of them still completely clothed. The Professor laughed as she resurfaced, that hadn't exactly been her intention.

"Oh I know," the Doctor said, catching her thought as he swam over to her, "But you, my dear, are far too tempting," he swam closer to her still, till she was practically against the wall of the pool.

"And you, my love, are just lucky my blaster is waterproof," she whispered, reaching out to put her arms around his neck, "Or else I'd be very cross with you...again."

He let out a little groan, dropping his head onto her shoulder, "Of course, bring up the image of you with a blaster now," he nuzzled the side of her neck, "Tempting, that's all I'm saying."

She sighed contentedly as he started to place small kisses on her neck, "Now who's being tempting?" she breathed.

He grinned against her skin, "Still you," he pulled back, looking into her eyes, "Always you," before leaning in and kissing her deeply...

* * *

**Notes for the Chapter:**

> I was debating having a Dream Lady appear as well, but I felt like I sort of wanted this to be the Doctor's way of making Amy see she loved Rory, much like the Professor had helped Amy see that she couldn't have the Doctor in the previous chapter. And, like the Professor said, with all she's seen and done during the war, they probably wouldn't have survived a Dream Lady's world because she would NEVER harm the Doctor or put him in danger, so they'd basically be on their own in dealing with her darkness.
> 
> I love how the Doctor and Professor get off topic when dealing with enemies or when put in dangerous situations, like they forget they're facing a threat when they're with each other, because they know they're safe with the other there. But, idk, if it's too unrealistic, let me know :)
> 
> As for the swimming pool...well...I'll just leave it up to your imaginations what else they get into there...


	8. The Hungry Earth

"Behold..." the Doctor cried as he opened the doors to the TARDIS, "Rio!"

Amy and Rory stepped out, looking around at the cemetery they'd found themselves in, "Nuh uh," Amy shook her head, hugging herself, a bit chilled.

"Not really getting the sunshine carnival vibe," Rory had to agree.

"No," the Professor laughed, stepping past the Doctor and out before stopping short, "Ooh…" she frowned and looked at the Doctor, "Do you feel that?"

He frowned and stepped out as well, starting to bounce in place, "Ground feels strange..." he nodded and then noticed something a few feet away, "Wait...that's weird."

"What's weird?" Rory asked.

"Stop trying to distract us," Amy sighed, "We're in the wrong place," the two of them just ran over to the side of a church and knelt in the grass, staring at the blue patches around them, "It's freezing and I've dressed for Rio. We are not stopping here," the Professor just plucked some out and looked at them as the Doctor did the same, "Professor! Doctor are you listening to me? It's a graveyard! You promised me a beach."

"Blue grass," the Professor frowned, looking around, "Patches of it all around the graveyard."

"So, Earth, 2020-ish, ten years in your future, wrong continent for Rio, I'll admit, but it's not a massive overshoot," the Doctor looked around.

"Especially considering I let the Doctor pilot this one," the Professor muttered.

"Why are those people waving at us?" Amy asked. They looked back to see Amy staring at two figures in the distance who were, in fact, waving at them.

"Can't be," the Professor squinted as the Doctor pulled out a pair of binoculars.

"It is!" he cheered, "It's you two."

"No, we're here," Rory shook his head, "How can we be up there?"

"Ten years in your future," the Professor looked up at him.

"Come to relive past glories, I'd imagine," the Doctor sighed, "Humans, you're so nostalgic."

"We're still together in ten years?" Amy's eyes widened.

"No need to sound so surprised!" Rory rolled his eyes at her.

"Hey, let's go and talk to them! We can say hi to Future Us! How cool is that?" she took Rory's arm and headed off.

"No, best not," the Professor cut in, "Really, you probably shouldn't. These things can get very complicated very quickly, and..."

"Oh, look!" the Doctor cut in, pointing at a rather large drill at the bottom of the hill, "Big mining thing. Oh, I love a big mining thing. See, way better than Rio! Rio doesn't have a big mining thing."

"We're not going to have a look, are we?" Amy groaned.

"Let's go and have a look!" the Doctor cheered, heading down the hill, "Come on, let's see what they're doing."

The Professor shook her head at him fondly.

"If he can't get us to Rio, how's he ever going to get us back home?" Rory wondered.

"Did you not see, over there?" Amy asked, "It all works out fine."

"And besides," the Professor put her arm around the man's shoulder, "I will forcibly tie him up if he tries to pilot you two back."

Rory laughed, able to picture the Doctor tied to the jump seat, and sighed, "After everything we've seen though," he looked at Amy, "We just drop back into our old lives, the nurse and the kiss-o-gram?"

"I guess," Amy shrugged, oddly not too disturbed by the thought of returning to a life with Rory.

"Come on, we should head after him," the Professor nodded at the Doctor's retreating figure, "He's getting away."

Amy stepped over and took Rory by the arm when he pulled back, "Hang on. What are you doing with that?" he pointed at Amy's engagement ring.

"Engagement ring!" she beamed, "I thought you liked me wearing it."

"Amy! You could lose it! Cost...a lot of money, that!"

"Hmm," she sighed, taking it off and giving it to him, "Spoilsport."

The Professor held up her ring finger, "A Whitepoint Star and unbreakable metal," she wiggled her fingers, showing them her rings, "Forged in the heart of a dwarf star. Nothing stronger."

"Well not all of us can stop by the local dwarf star," Rory remarked with a laugh, "You two go on. I'll catch you both up," he turned and headed to the TARDIS.

"I'll go with you," the Professor walked after him, "It'll be easier to track down the Doctor if I'm with you. You have yet to see him truly get lost."

Rory laughed and held out an arm to her which she took and they walked off.

Amy smiled, happy they were both getting along, before turning and running after the Doctor, "Doctor!"

~8~

Rory put Amy's engagement ring in its box and left it on the console before turning and taking the Professor's arm once more as they stepped outside the TARDIS, only to see a brunette woman standing there with a small boy beside her.

"Well, that was quick!" she remarked.

"Was it?" Rory eyed her a moment, confused, before looking at the Professor who could only shrug.

"It's great that you came."

"Bit retro," the boy nodded at the TARDIS, "What is it, portable crime lab?"

"Oh," the Professor glanced back at it, "Sort of."

"Ambrose Northover," the woman shook their hands, "I was the one who called. I run the meals on wheels for the whole valley. This is my son, Elliot."

"Where're your uniforms?" Elliot asked.

"Don't be cheeky, Elliot, they're plain clothes. CID, is it? Anyway, it's over here," she turned and walked off, leaving them to follow, confused, behind her.

~8~

The Doctor nodded to himself, hearing the Professor's report on where she and Rory had got to as he and Amy walked over to a large gate outside the drilling site, "'Restricted access,'" he read off the sign, "'No unauthorized personnel.' Hmm," he pulled the sonic out and flashed the lock.

"That is breaking and entering," Amy chastised.

"What did I break? Sonicing and entering, totally different," he pushed the gate open.

"Come on, then," Amy walked through and he followed.

~8~

Ambrose, Rory, the Professor, and Elliot stood before an open grave, looking down into it.

"It's a family plot, see," Ambrose explained, "My aunt Gladys died six years ago. Her husband, Alan, died a few weeks back. He lived in the house two doors down. There's not many of us left up here now."

"Mum, they don't care about that!" Elliot groaned, "They want to know about the dead bodies."

"Yes. Sorry. Well, they always wanted to be buried in the same plot, together. But when we went to bury Uncle Alan, Gladys wasn't there. Gone. Body, coffin, everything."

"What?" Rory frowned.

"The mad thing is, on the surface, the grave was untouched. No signs of it having been messed with."

"That's interesting," the Professor crouched down and looked into the grave, her curiosity peaked.

"Nobody has touched the grave since my aunt was buried. But when they dug it open, the body was gone. How is that possible?"

~8~

"What about now, can you feel it now?" the Doctor asked Amy as they walked through the halls of the drilling station.

"Honestly, I've got no idea what you're on about."

"The ground doesn't feel like it should."

"It's ten years in the future, maybe how this ground feels is how it always feels."

"Good thought! But no. It doesn't…" he paused, hearing a whirring noise, "Hear that, drill in start-up mode, after waves of a recent seismological shift, and blue grass," he pulled a bit of the grass from his pocket and stuck it in his mouth, quickly trying to pull it out, making a face.

"Oh, please! Have you always been this disgusting?"

"No, that's recent. What's in..." he turned and walked into a room at the end of the hall to see an Indian woman standing before a few computers, "Here? Hello!"

"Who are you?" the woman looked at them suspiciously, "What're you doing here? And what're you wearing?"

"I dressed for Rio!" Amy snapped.

The Doctor pulled out the psychic paper, "Ministry of Drills, Earth and Science! New Ministry, quite big, just merged, lot of responsibility on our shoulders, don't like to talk about it. What're you doing?"

"None of your business," the woman remarked.

He just ignored her and walked over to the monitors, "Where are you getting these readings from?"

"Under the soil," she answered, moving a piece of equipment from a hole in the floor.

"The drill's up and running again," an older man reported as he walked in, slowing at the sight of Amy and the Doctor, "What's going on? Who are these people?"

The Doctor knelt by the hole to test the soil, letting it fall from his fingers to the ground as Amy answered for him, "Amy, the Doctor. We're not staying, are we, Doctor?"

"Why's there a big patch of earth in the middle of your floor?" the Doctor looked at them.

"We don't know, it just appeared overnight," the woman shrugged as Amy walked closer to the hole and peered down at it.

The Doctor stood quickly, "Good, right, you all need to get out of here very fast," he walked back to the monitors.

"Why?" the woman frowned.

"What's your name?"

"Nasreen Chaudhry."

"Look at the screens, Nasreen, your readings. It's moving."

Amy knelt down.

"Hey, that's specialized equipment!" the man stormed over to him, "Get away from it."

"What is?" Nasreen frowned.

"Doctor, this steam, is that a good thing?" Amy called.

He looked over his shoulder at the hole which now had steam rising from it, "Shouldn't think so…" he walked over and waved a hand through it, mumbling something about needing the Professor and scanning, before sighing, "It's shifting when it shouldn't be shifting."

"What shouldn't?" Nasreen shook her head.

The ground began to shake.

"The ground, the soil, the earth, moving, but how?" he ran back to the monitor, "Why?"

"Earthquake?" Amy suggested.

"What's going on?" the man demanded.

"Doubt it," the Doctor waved her off, "'Cos it's only happening under this room," more holes appeared, "It knows we're here. The ground's attacking us."

"No, that's not possible!" Nasreen scoffed.

"Under the circumstances, I suggest...RUN!" he grabbed Nasreen's hand and pulled her towards the door, the man moving to follow when a hole opened before him, trapping him.

"Tony!" Nasreen shrieked.

"Stay back, Amy!" the Doctor shouted as Amy paused, "Stay away from the earth!"

Amy just leapt over another hole to Tony's side, helping him up, "It's ok," the ground under her opened and sucked her feet in, "It's pulling me down!"

"Amy!" the Doctor ran over to her.

"Doctor, help me, something's got me!" he reached out, on his stomach, grabbing her arms, "Doctor, the ground's got my legs!" she sunk down to her waist.

He grabbed her hands tightly, "I've got you."

"Ok. Don't let go."

"Never."

"Doctor, what is it, why is it doing this?"

"Stay calm, keep hold of my hand, don't let go," he looked back at Nasreen and Tony, "Your drill, shut it down! Go! Now!" they ran out of the room.

"Can you get me out?"

"Amy, try and stay calm. If you struggle, it'll make things worse. Keep hold of my hand. I'm not going to let you go."

Her arms slipped from his grip and she sunk lower, up to her chest, "Doctor, it's pulling me down, something's pulling me!"

"Stay calm," he gripped her wrist, "Hold on, if they can just shut down the drill..."

"I can't hold on!" she sank more, till her head and arms were the only thing visible, the Doctor strained to keep a hold of her, "What's pulling me? What is under the earth? I don't want to suffocate under there."

"Amy, concentrate. Don't you give up!"

"Tell Rory..."

"No. Amy!" Amy sank lower, "Amy, no!" and then she was swallowed by the earth, "No! No!" he dug through the dirt after her, "No! No! No! No! No! No! No!" he slapped the ground and stood up, "No. No!" he grabbed the sonic and flashed around just as Tony and Nasreen ran back in.

"Where is she?" Nasreen looked around.

"She's gone. The ground took her."

~8~

Rory stood in the muddy grave, not allowing the Professor to step into it and soil her skirt, jumping up and down like the Doctor had done.

"Do you want sugar?" Elliot asked as he came over to stand beside the Professor, crouched down, watching Rory.

"Sorry?" he looked up.

"In your tea. Mum's asking."

"No. Just white, thanks."

"Black for me," the Professor added.

"There's only one explanation, as far as I can see," Elliot remarked.

"What's that, then?" the Professor smiled at him.

"The graves eat people. Devour them whole, leaving no trace."

"Not sure about that…" Rory frowned.

"They didn't steal the body from above. They couldn't have got in from the sides. Only other thing is, they get in from underneath."

"Not very likely, though."

The Professor, however, was nodding at his deductive reasoning.

"'When you've eliminated the impossible, whatever remains, however improbable, must be the truth.'"

The Professor smiled, "Sherlock Holmes."

Elliot nodded, tapping the headphones around his neck, "Got the audio book."

She laughed and stood up, brushing dust off her skirt, "Oh my old mate Shirly," she shook her head, "Taught him everything he knows."

Elliot eyed her curiously before shaking his head, she was probably just joking with him, "The graves round here eat people."

He turned and left, leaving poor Rory in the grave, shuddering. The Professor's smile started to fade though as she got a report in from the Doctor.

"We should try and find the Doctor," she turned to Rory, holding out a hand to help him out, "Fast."

~8~

"Is that what happened to Mo?" Tony gaped at the holes in the floor, "Are they dead?"

The Doctor paced, "It's not quicksand. She didn't just sink, something pulled her in, it wanted her."

"The ground wanted her?" Nasreen frowned.

"You said the ground was dormant, just a patch of earth, when you first saw it this morning. And the drill had been stopped."

"That's right," Tony nodded.

"But when you restarted the drill, the ground fought back."

"So what, the ground wants to stop us drilling?" Nasreen laughed, "Doctor, that is ridiculous."

The Doctor flashed the hole once more with the sonic and the ground started to vibrate, "I'm not saying that, and it's not ridiculous, I just don't think it's right. Oh! Of course! It's bio-programming!"

"What?"

He stood up, "Bio-programming!" he clapped, "Oh, clever. You use bio-signals to resonate the internal molecular structure of natural objects! It's mainly used in engineering and construction, mostly jungle planets, but that's way in the future, and not here. What's it doing here?"

"Sorry, did you just say 'jungle planets?'"

"You're not making any sense, man!" Tony cried.

' _I think you're making perfect sense,_ ' the Professor called to him silently, having been listening in after hearing Amy had been taken, ' _They just can't keep up._ '

He nodded, "I'm making perfect sense, you're just not keeping up. The earth, the ground beneath our feet, was bio-programmed to attack."

"Yeah, even if that were possible, which, by the way, it's not, why?" Nasreen remarked.

"Stop you drilling! We find what's doing the bio-programming, find Amy, get her back. Shh, shh, shh! Have I gone mad? I've gone mad!"

' _You went mad a_ long _time ago._ '

"Doctor?" Nasreen frowned, watching as he flopped onto the ground and pressed his ear against the side of the hole.

"Shh, shh! Silence! Absolute silence! You stopped the drill, right?"

"Yes!"

"And you've only got the one drill?"

"Yes!"

"You're sure about that?"

"Yes!" Tony exclaimed.

"So, if you shut the drill down...why can I still hear drilling? It's under the ground."

"That's not possible."

' _And that's not a drill,_ ' the Professor assessed, listening to the noise through him.

The Doctor stood and ran over the computers, flashing them with the sonic.

"Oh, no, what...what are you doing?" Nasreen cried.

"Hacking into your records. Reports, samples, sensors, good, just unite the data, make it all one big conversation, let's have a look. So. We are here and this is your drill hole. 21.009 kilometers. Well done!"

"Thank you. It's taken us a long time."

"Why here, though? Why drill on this site?"

"We found patches of grass in this area, containing trace minerals unseen in this country for 20 million years."

' _Don't tell me it was the blue grass…_ ' the Professor nearly whined.

"The blue grass? Oh, Nasreen, those trace minerals weren't X marking the spot, saying dig here. They were a warning. Stay away. 'Cos while you've been drilling down...somebody else has been drilling up," he pulled up a screen on one of the monitors, showing a vertical network of tunnels around the drill, "Oh, beautiful. Network of tunnels all the way down."

"No, no, we've surveyed that area," Tony shook his head.

"You only saw what you went looking for."

Nasreen pointed to the bottom where a small lights were blinking, "What are they?"

"Heat signals. Wait, dual readings, hot and cold, doesn't make sense. And now they're moving. Fast. How many people live nearby?"

"Just my daughter and her family," Tony replied, "The rest of the staff travel in."

"Grab this equipment and follow me," he grabbed a computer case and headed for the door.

"Why?" Nasreen frowned, "What're we doing?"

He stopped and turned around, "The Professor was right…"

"Who?"

He ignored her, "That noise isn't a drill. It's transport. Three of them, 30 kilometers down, rate of speed looks about 150 kilometers an hour. Should be here in...ooh, quite soon…"

' _12 minutes._ '

"12 minutes," he turned around, "Whatever bio-programmed the earth is on its way up, now," he quickly left the room, Nasreen and Tony scrambling to do as he said.

~8~

The Doctor and Tony carried the computers while Nasreen followed behind with a wheelbarrow full of random equipment.

"How can something be coming up when there's only the Earth's crust down there?" Tony shook his head, not understanding.

"You saw the readings!" the Doctor countered.

"Who are you, anyway?" Nasreen frowned, "How can you know all this?" there was a whirring and a red light shot across the sky, "Whoa, did you see that?"

"No, no, no!" the Doctor pulled a slingshot from his pocket and fired a rock at the sky, only for it to hit a force field that struck red at impact. He pulled out the sonic and flashed it, revealing the whole village surrounded by the red dome.

"Energy signal originating from under the earth," the Professor called as she and Rory appeared with Elliot and Ambrose. She had touched the force field as soon as she saw the light and gotten a reading from it, "We're trapped."

"Doctor!" Rory called, seeing him, "Something weird's going on here, the graves are eating people."

"Not now, Rory!" he cut in, turning to the Professor for more.

"It's an energy barricade," she reported, "Invisible to the naked eye. We can't get out and no one from the outside world can get in."

"What?" Rory gaped at her, "Ok, what about the TARDIS?"

"The what?" Nasreen shook her head.

"No, those energy patterns would play havoc with the circuits," the Doctor shook his head.

"With a bit of time, maybe I could rewire the circuits to be able to handle the excess energy," the Professor added, "But we've only got nine and a half minutes."

"Nine and a half minutes to what?" Rory frowned. He'd guessed the aliens had read each other's minds, Amy having told him about their little talent a while ago, but it was very hard to keep up when they would come up with a plan silently and forget that the humans couldn't hear them.

"We're trapped," Nasreen told him, "And something's burrowing towards the surface."

Rory looked around, "Where's Amy?"

The Professor quickly turned to the small group, "Get everyone inside the church!" she took a computer from the Doctor so they each held one.

The Doctor turned to Rory, "Rory, we'll get her back."

"What d'you mean, 'get her back?'" he demanded, "Where's she gone?"

"She was taken. Into the Earth."

"How? Why didn't you stop it?"

"I tried. I promise, I tried."

"Well, you should've tried harder!"

"Rory," the Professor walked over, putting a hand on his shoulder and looking him square in the eye, "We  _will_  find Amy."

The Doctor nodded, "We'll keep you all safe. We promise. Come on, please. We need you alongside us."

Rory looked at them both a moment, before nodding and grabbing another case to follow them into the church.

It was in a severe state of disrepair, almost as dangerous inside as out. Boxes scattered around in disuse, crates and junk everywhere. The Doctor, Nasreen, Tony, and the Professor quickly got to work setting up the equipment wherever they could.

"So we can't get out, we can't contact anyone?" Ambrose nearly scoffed, "And something, the something that took my husband, is coming up through the earth."

"Yes," the Doctor nodded, "If we move quickly enough, we can be ready."

"No, stop. This has gone far enough. What is this?"

"He's telling the truth, love," Tony turned to her.

"Come on! It's not the first time we've had no mobile or phone signals. Reception's always rubbish."

"Look, Ambrose, we saw the Doctor's friend get taken, ok?" Nasreen turned to her, "You saw the lightning in the sky. I have seen the impossible today, and the only person who's made any sense of it, for me, is the Doctor."

"Him?"

"Me," the Doctor nodded.

"Can you get my dad back?" Elliot asked. Everyone looked at the Doctor.

"Yes," the Professor answered for him, but looked at his mother, taking charge, "But we need you to trust us and do exactly as we say from this second onwards because we are running out of time."

Ambrose swallowed hard, "So tell us what to do."

"Thank you," the Doctor smiled, kissing the side of the Professor's head, knowing she'd be able to round them together.

She smiled and nodded at him before clapping her hands, "We have eight minutes to set up a line of defense. Bring every phone, camera, every piece of recording or transmitting equipment you can find here. Everything. Every burglar alarm, every movement sensor, every security light. We need the whole area covered with sensors."

~8~

Ambrose and Rory ran around the outside of the church, setting up the cameras as the Professor moved to sonic them together with the Doctor's screwdriver. The Doctor himself was setting up the computer monitors to show the tunnels, watching the signatures come closer.

"Right, we need to be ready for whatever's coming up," he looked at Elliot, "We need a map of the village, marking where the cameras are going."

"I can't do the words," he mumbled, "I'm dyslexic."

"Oh, that's alright, I can't make a decent meringue, and don't even mention my attempts at soufflé to the Professor otherwise she'll never stop laughing," Elliot laughed, "Draw like your life depends on it, Elliot," he nodded and ran off. The Doctor checked his watch, "6 minutes 40."

He looked over at Nasreen as she watched the time count down while Tony set up another computer with an overlay of the village, "Works in quadrants, every movement sensor and trip light we've got," he reported, "If anything moves, we'll know."

The Doctor slapped him on the back, "Good lad!"

~8~

The Doctor and Professor were looking through Ambrose's van as she walked past with her arms full of gardening implements and even a few guns and weapons.

"Oi!" she glared at them, "What're you doing?"

"Resources," the Professor replied, "Every little bit helps."

"Meals on wheels," the Doctor patted the car, "What've you got here then, warmer in the front, refrigerated in the back."

"Bit chilly for a hideout, mind," Ambrose remarked, setting the items in the front of the van.

"What are those?"

"Like she said, every little bit helps."

"No!" he shook his head, "No weapons. It's not the way I do things."

"You said we're supposed to defend ourselves!"

"And we will," the Professor remarked, taking out her blaster, "But the  _only_  one of us who's going to have an actual weapon is me."

Ambrose glared, "And what makes you so special."

The Professor didn't even blink, "I know how to use it."

Ambrose faltered, looking down at the gun-like object in the girl's hand and watched as she put it back into the holster on her thigh, strapped around a pair of black shorts hidden under her skirt. It was a new addition to her outfit of choice, picked up after having to use the rope ladder during the  _Byzantium_  adventure. The Doctor was not very fond of her using the excuse of her skirt to head down first, so, she'd found a pair of shorts in the wardrobe and decided to wear them under her skirt.

"Ambrose, you're better than this," the Doctor added, "I'm asking nicely. Put them away."

He turned and walked away with the Professor, leaving Ambrose to shut the front of the car.

~8~

The countdown had just reached 3 minutes 23 when Elliot ran back with the map, handing it to the Doctor.

"Look at that!" he cheered, "Perfect!"

"Dyslexia never stopped Da Vinci or Einstein," the Professor ruffled the boy's hair, "It's not stopping you."

He looked at her suspiciously, "How did YOU know I have dyslexia?"

She smiled, "Secret?" he nodded, "I can read his mind," she nodded at the Doctor.

Elliot's eyes widened a moment, "Cool."

"Isn't it just?"

He laughed a moment before shaking his head, glancing at the computers, "I don't understand what you're going to do."

"Two phase plan," she explained.

"First," the Doctor continued, "The sensors and cameras will tell us when something arrives."

"Second, if something does arrive, we use this," she turned back to work on the computers, "To send a sonic pulse through that network of devices, a pulse which would temporarily incapacitate most things in the Universe."

"Knock 'em out," he nodded, catching on rather quickly, "Cool."

"Lovely place to grow up, round here," the Doctor remarked as the Professor got to work, tweaking the controls.

"Suppose," Elliot shrugged, "I want to live in a city one day. Soon as I'm old enough, I'll be off."

"I was the same, where I grew up. We both were."

"Did you get away?"

"Yeah."

"Do you ever miss it?"

"So much."

The Professor reached out and took his hand in her own, still typing with the other hand.

"Is it monsters coming? Have you met monsters before?"

"Yeah."

"You scared of them?"

"No! They're scared of me. And they're terrified of the Professor."

"Will you really get my dad back?"

"No question," the Professor smiled at him, before turning back to the computer.

"I left my headphones at home!" Elliot realized and ran off just as the countdown reached a minute.

~8~

The Professor made one more, quick round about the church, checking the cameras and sensors when she spotted Rory setting up the last one on a gravestone.

"How're you doing?" she asked him gently as she soniced the camera, connecting it to the system.

"It's getting darker," he commented instead of answering, looking up at the sky as the light was slowly blocked out, "How can it be getting dark so quickly?"

"Shutting out light from within the barricade. Trying to isolate us in the dark. Which means..." there was a rumbling, "It's time. They're here."

They turned and ran back to the church's door to see Ambrose trying to get in.

"I can't open it!" she shouted, "It keeps sticking! The wood's warped."

The Professor moved forward to try and help as Rory hung back, "Any time at all that you want to help Rory!"

"Can't you sonic it?" he asked her.

"It doesn't do wood!"

"That is rubbish!"

"Don't tell the Doctor that!"

Rory ran over and, between the three of them, they were able to open the door and enter the church. They ran through the door, seeing Tony, Nasreen, and the Doctor by the computers when the door shut behind them. The ground was shaking much worse.

"See if we can get a fix," the Doctor remarked as he typed something into the computer, items began falling off the shelves as the Doctor worked to narrow the area only for the computer to spark as the power went out.

"No power," Tony frowned.

"It's deliberate," the Professor sighed.

"What do we do now?" Rory asked as Tony turned on a torch.

"Nothing," the Doctor ground out, frustrated, "We've got nothing!"

"They sent an energy surge to wreck our systems," the Professor quickly checked the computers.

"Is everyone ok?" Rory looked around, "Is anyone hurt?"

"I'm fine," Nasreen called.

"I'm good," Tony nodded.

"Me too," Ambrose added.

A loud rumbling started.

"What was that?" Rory looked at the Time Lords.

"It's like the holes at the drill station," Tony frowned.

"Is this how they happened?" Nasreen asked.

The Professor knelt down and listened to the ground, "It's coming through the final layer of earth."

"What is?"

She stood up quickly and there was silence.

"The banging's stopped," Tony remarked.

Ambrose looked around suddenly, "Where's Elliot? Has anyone seen Elliot? Did he come in? Was he in when the door was shut? Who counted him back in? Who saw him last?"

"We did…" the Doctor realized, looking at the Professor.

"Where is he?"

"He said he was going to get headphones."

"And you let him go? He was out there on his own?"

Tony put a hand on her shoulder when someone pounded at the door, "Mum!" Elliot shouted, "Grandpa Tony! Let me in!"

Ambrose's eyes widened, "Elliot!" she ran to the door, struggling to open it.

"Let me in."

"He's out there! Help me."

"Open the door! Mum! There's something out here!"

Everyone ran over, trying to help get the door open.

"Push, Elliot, push, Elliot!"

"Mum!"

"Hurry up!"

"Mummy…"

"Come on!" Tony grunted, getting the door open.

"Elliot!" Ambrose ran out but Elliot as nowhere to be seen, "Where is he? He was here. He was here! Elliot!" she ran down the path towards the graveyard.

"Ambrose, don't go running off!" the Doctor shouted.

"Ambrose!" Tony ran after her.

"No one ever listens!" he grumbled before he and the Professor ran off after them.

"Dad!" they heard Ambrose shout as they ran over to see Tony fall back onto a headstone, sitting heavily.

"What happened?" the Doctor shouted.

"My dad's hurt."

"Get him into the church now!" the Professor ordered.

"Elliot's gone. They've killed him, haven't they?"

"I don't think so," the Doctor shook his head.

"They've taken three people, when they could've just killed them up here," the Professor remarked, "They're hostages."

"There's still hope, Ambrose. There is always hope."

Ambrose wept, "Then why've they taken him?"

"We don't know but we'll find Elliot, I promise."

"But first we've gotta stop this attack," the Professor told her, "Please, get inside the church."

Ambrose nodded and helped her father up, "Come on dad," heading off towards the church.

"So, what now?" Rory asked them, jogging over.

The Doctor sighed and turned to the Professor, "Can you keep an eye on them?" he nodded towards the church, "One of us should stay with them incase they're attacked."

She paused a moment, glancing at Rory, "Keep an eye on him?"

"Yeah, of course," he nodded.

She sighed and turned to head back to the church, normally she wouldn't be so ok with the Doctor going off on his own with an enemy out there. But...she just had a bad feeling about Ambrose. The impression she'd gotten of the woman was of a narrow-minded, stubborn, and very emotional woman...not a good combination when dealing with a possible hostile alien attack. She would need to be watched for now.

"Ok," the Doctor watched her go a moment before turning to Rory, "Rory…here's what we need to do…"

~8~

The Doctor walked down the street outside the drilling center, wearing sunglasses. He glanced at his hand, seeing the heat signature on it glowing red before hearing something. He looked up at the bushes and walked a bit closer, spotting a figure that gave off a blue signature.

"Cold blood," he smiled, "I know who they are."

He walked back to the meals on wheels van, whistling as he opened the front door and pulled out a fire extinguisher. He shut the door, catching sight of a creature approaching from behind in the reflection of the window, and spun around, blasting the fire extinguisher at it. The creature screamed and Rory jumped out of the back with a yell. He threw a blanket over the creature and they shoved it into the refrigerated back, locking the door.

"We got it!" Rory cheered.

"Defending the planet with meals on wheels!" he moved to high-five Rory when another rumble sounded.

"What was that?"

"Sounds like they're leaving."

"Without this one?" the darkness faded to allow the sun through, "Looks like we scared them off!"

"I don't think so. Now both sides have hostages."

~8~

Rory sat on a toppled grave marker as the Doctor and Professor came around the front of the church, having done a onceover to make sure no more creatures had remained.

"I've met these creatures before," he was explaining to the Professor, "Different branch of the species, but all the same..." they nodded at Rory and turned to the basement doors, "Let's see if our friend's thawed out!"

"Are you sure?" Rory asked as they walked down the steps to the room the Professor had chained the creature in, "By yourselves?"

"Very sure," the Doctor nodded.

"But the sting..."

"Venom gland takes at least 24 hours to recharge," the Professor stated.

The Doctor patted him on the shoulder, "We know what we're doing. We'll be fine."

Rory sighed and left as the duo walked down the remaining steps to the floor. They glanced at the creature, a humanoid figure with reptilian features, a gray face with large, dark, slanted eyes, wearing a sort of chainmail.

"I'm the Doctor," the Doctor held his hands up as it tensed, "This is the Professor. We've come to talk. I'm going to remove your mask," he reached out slowly and pulled the gray part off, revealing a humanoid face with green scales, "You are beautiful."

"Doctor…" the Professor mock hissed.

"Not as beautiful as you," he reassured her, giving her a quick peck before turning back to the creature, "But still…a remnant of a bygone age on planet Earth. And by the way, lovely mode of travel!"

"Geothermal currents, projecting you up through a network of tunnels."

"Gorgeous! Mind if we sit?" he moved over to the side of the room and pulled out two folding chairs, setting them up as they sat down, "Now…your people have a friend of ours."

"We want her back," the Professor added, crossing one of her legs over the other, casual.

The creature was silent.

"Why did you come to the surface?"

"What do you want?"

Still silent.

"Oh, I do hate getting no answers," the Doctor sighed, "Give us a bit back."

"How many are you?"

"I'm the last of my species," the creature hissed.

"Really?" the Doctor eyed her.

"No," the Professor cut in, "'Last of the species,' the Klempari Defense," she looked at the creature closely, "As an interrogation defense, it's a bit old, I'm afraid."

"I'm the last of my species," she repeated.

"No," the Professor said, a bit more forcefully, "You're  _really_  not. Because I can see the training behind your responses. You are NOT the last of your species because  _we_  are the last of ours and we KNOW how it sits in a heart. So, as a warning, don't insult us."

"Let's start again…" the Doctor cut in, putting a hand on the Professor's shoulder to relax her, pulling her back in the chair, "Tell us your name."

"Alaya," she replied.

"How long has your tribe been sleeping under the Earth, Alaya? It's not difficult to work out. You're 300 million years out of your comfort zone. Question is, what woke you now?"

"We were attacked."

"The drill," the Professor realized.

"Our sensors detected a threat to our life support systems. The warrior class was activated to prevent the assault. We will wipe the vermin from the surface and reclaim our planet."

"Do we have to say vermin?" the Doctor sighed, "They're really very nice."

"Primitive apes."

"Extraordinary species," the Professor countered, "You attack them, they'll fight back."

"But, there's a peace to be brokered here," the Doctor added, "We can help you with that."

"This land is ours," Alaya spat, "We lived here long before the apes."

"Doesn't give you automatic rights to it now, I'm afraid. Humans won't give up the planet."

"So we destroy them."

"You underestimate them," the Professor warned.

"You underestimate us."

"One tribe of Homo Reptilia against  _six billion_  humans?" the Professor shrugged, "Do you like those odds? The humans have evolved past simple sticks and stones and blades as you slept. They WILL fight back."

Alaya stood, glaring at them, "We did not initiate combat. But we can still win."

"Tell us where our friend is," the Doctor continued, "Give us back the people who were taken."

"No."

He sighed and stood, holding out a hand for the Professor to help her up, "We're not going let you provoke a war, Alaya," they folded up the chairs and put them away, "There'll be no battle here today," and headed for the door.

"The fire of war is already lit. A massacre is due."

"But to which side will the massacre fall?" the Professor wondered, trying to warn the reptile away from all-out combat.

"There will be  _no_  massacre," the Doctor stated, "Not while we're here."

"I'll gladly die for my cause," Alaya spat, "What will you sacrifice for yours?"

"You've no idea what we have scarified in the past Alaya," the Professor warned her, more forcefully, "It would put even your bravest warriors to shame. And…should it come down to it…we will fight for the  _humans_. And if that should happen, you WILL lose."

Alaya stepped back just a bit. She could recognize a warrior when she saw one and knew not to take the woman's threats lightly.

The Doctor squeezed her hand and they walked out of the room.

~8~

The humans gathered around the Doctor and Professor as they explained their plan to head down and try to negotiate a peace.

"You're going to what?" Rory gaped.

"We're going to go down below the surface, to find the rest of the tribe," the Doctor repeated, "To talk to them."

"You're going to negotiate with these aliens?" Ambrose asked, nearly disgusted.

"They're not aliens," the Professor countered calmly.

"They're Earth...liens," the Doctor nodded, floundering slightly.

"Once known as the Silurian race, or, some would argue, Eocenes, or Homo Reptilia, or..."

"Not monsters, not evil," the Doctor cut in slightly, knowing she could probably come up with at least a dozen other names for the species, "Well, only as evil as you are. The previous owners of the planet, that's all. Look, from their point of view,  _you're_  the invaders."

"Your drill was threatening their settlement."

"Now, the creature in the crypt. Her name's Alaya."

"She's one of their warriors and she's our best bargaining chip. We NEED her alive. If she lives, so do Elliot and Mo and Amy."

"Because we  _will_  find them and while we're gone, you four people, in this church, in this corner of planet Earth, you have to be the best of humanity."

Nasreen eyed them both, looking between them, before turning to Rory, "Do they do that often?"

"You have no idea," Rory rolled his eyes.

"What if they come back?" Tony frowned, "Shouldn't we be examining this creature, dissecting it, finding its weak points?"

"No dissecting," the Doctor shook his head, "No examining!"

"We return their hostage, they return ours," the Professor reasoned, "Nobody gets harmed."

"We can land this, together. If you are the best you can be. You are decent, brilliant people. Nobody dies today. Understand?"

Everyone nodded quietly while Nasreen applauded, but stopped, nervous, as no one else joined in.

~8~

The Doctor and Professor headed for the TARDIS when Nasreen ran up behind them.

"No, sorry, no, what're you doing?" the Doctor turned to her.

"Coming with you, of course!" she smiled, "What is it, some kind of transport pod?"

"Sort of, but you're not coming with us!"

"He's right, you're not," Tony ran up as well.

"I have spent all my life excavating the layers of this planet," Nasreen replied, "And now you want me to stand back while you head down into it? I don't think so!"

The Professor reached out and checked the Doctor's watch, glancing at him, "We don't really have time to argue this Doctor..."

"I thought we were in a rush," Nasreen smirked.

"It'll be dangerous," she warned.

"Oh, so's crossing the road."

"Oh, for goodness sake, alright then!" the Doctor rolled his eyes, "Come on!" he unlocked the TARDIS and headed in with the Professor, both of them running to the controls and getting it ready.

They glanced up a moment later as the door shut to see Nasreen looking around in awe, "Welcome aboard the TARDIS," the Professor laughed.

"Now don't touch anything!" the Doctor added, "Very precious."

"No way!" Nasreen breathed as she walked over to them, "But that's...this is..." she grinned, "Fantastic! What does it do?"

"Everything! We're hoping, if we're going down, that barricade won't interfere," the TARDIS suddenly pitched drastically, shaking, as they grabbed onto the console, "Did you touch something?"

"No! Isn't this what it does?"

"We're not doing anything! We've been hijacked! We can't stop it! They must've sensed the electromagnetic field!"

The Professor looked at the monitor, seeing dirt and layers of crust fly past it, "They're pulling the TARDIS down into the Earth!"

They fell to the ground with a yelp as the TARDIS landed with a crash.

"Where are we?" Nasreen breathed after a moment, getting up.

The Doctor and Professor jumped to their feet and ran for the door, Nasreen following. They stepped out to see roots and fungus covering the small cavern-like room they'd found themselves in. The Doctor whistled in amazement as he looked up the way they fell, "Looks like we fell through the bottom of their tunnel system. Don't suppose it was designed for handling something like this."

"How far down are we?" Nasreen asked.

The Professor smiled, "A lot more than 21 kilometers."

"So why aren't we burning alive?"

"Don't know," the Doctor shrugged, "Interesting, isn't it?"

"It's like this is everyday to you!"

"Not  _every_  day," the Professor remarked with a smile.

"Every  _other_  day," the Doctor laughed, taking the Professor's hand and strolling down one of the tunnels. Nasreen shook her head at the pair of them and headed after them.

~8~

The duo walked past an opening where one of the tunnels connected to theirs but Nasreen stopped.

"We're looking for a small tribal settlement," the Doctor was saying, "Probably housing around a dozen Homo Reptilia. Maybe less."

Nasreen looked over at something surrounded by a golden light and walked to a small window-like opening, "One small tribe?"

The two walked back, "Yeah."

"Maybe a dozen?"

The Professor frowned and moved to join her, her eyes widening at the sight before them, a large community, very nearly like a city, with buildings and monuments.

"Maybe more than a dozen," the Doctor frowned.

The Professor scoffed, "Maybe more like an entire civilization living beneath the Earth."

To be continued…

* * *

**Notes for the Chapter:**

> I was so torn between having the Professor take Amy's place or get sucked down with her or something, but I really wanted her to be there during the interrogation scene. All I could think about watching this episode was that someone needed to be there to actually threaten Alaya and get through to her on a soldier-to-soldier level.
> 
> On another note, I'm going to be writing a one-shot story, featuring Amy's Choice but with the Professor's dark side coming out instead of the Doctor's.


	9. Cold Blood

The Doctor, Professor, and Nasreen walked along the pathways of the caverns, walking across a bridge above molten magma and past quite a few buildings.

"This place is enormous and deserted," the Doctor commented.

"The majority of the race are probably still asleep," the Professor reasoned, "Only the Advanced Guard would be alerted and awoken for anything."

He nodded, pulling out the sonic, "We need to find Amy, looking for heat signature anomalies."

"But...how can all this be here?" Nasreen looked around as they entered a tunnel, "I mean, these plants…"

"Must be getting closer to the center of the city."

"You're sure this is the best way to enter?"

"Front door approach!" he grinned, "Definitely. Always the best way..."

"Says the man who'd rather enter through the kitchens," the Professor retorted.

"Well, I said backdoor approach for that party and you said front, so…" he nudged her, "Front it is!"

"Yes, and NOW I'm saying backdoor approach," she rolled her eyes playfully at him, "Circumstances dictate the door to be used."

And then an alarm went off.

"Hostile life force detected, Area 17," came over the loudspeaker, causing them to stop.

"Ah, the backdoor approach," he nodded, "You were right. That's also good," he turned around, "Sometimes better."

"Hate you," she muttered.

"Hostile life force detected, Area 17."

"No you don't," he replied, looking around.

A door slid open in front of Nasreen, "Doctor! Professor!"

The Doctor whirled around, grabbing the Professor's arm to keep her from grabbing her blaster, seeing the armed Silurian soldiers with weapons of their own. He raised his hands and hers as well, "We're not hostile!" he shouted, "We're not armed!" he lied a bit, hoping they didn't have any scanners and thankful that her blaster was hidden in its holster...on her leg...under her skirt...

' _Not the time!_ ' the Professor hissed in his head.

He winced, she'd caught that thought, and shook his head, turning back to the armed reptiles, "We're here in peace!"

The Silurians shot a gas out of their weapons, causing them to drop to the ground, unconscious.

~8~

The Professor was clamped to an examination board, biting her lip to keep from crying out in pain as a machine scanned her.

"Stop!" the Doctor shouted as he struggled on his own examination board, trying to get them to stop hurting her because, clearly, it was.

"How can they have escaped?" another female warrior ignored them to speak to an older male in a white lab coat, "This proves all prisoners should remain under military guard."

"I'm sure you'd prefer to be in charge of everything and everyone, Restac," the scientist remarked, "But we rank the same. Is there any word from Alaya?"

"No," she turned to watch the Professor writhe in pain.

"It's fine to show concern, you know. She's part of your gene-chain. I'm decontaminating now."

"Decontamination!" the Doctor snapped to him, "No, no, no!"

"It's alright," the scientist tried to reassure him, "It won't harm her. I'm only neutralizing all her ape bacteria."

"She's not an ape!" he shouted, "Neither am I! Look at the scans! Two hearts! Totally different! Totally not ape! Remove all human germs and you remove half the things keeping her alive!"

The scientist frowned but checked the scans. His eyes widened before he quickly shut down the machine. The Doctor breathed as sigh of relief as the Professor was freed.

"No, complete the process," Restac ordered.

The Professor tensed a bit, fighting off a flashback to her time with the Krillitanes and opened her eyes, "Thanks," she told the scientist.

"Not got any celery, have you?" the Doctor asked for her, knowing it would help her stabilize faster, "No, no, not really the climate, tomatoes, though, you'd do a roaring trade in those. I'm the Doctor, she's the Professor, oh, and there's Nasreen, good!"

The scientist walked over to Nasreen and examined her as she awoke, "Oh, a green man…" she breathed.

"Hello, who are you?" the Doctor asked Restac, his gaze flickering to the Professor though.

"Restac," she replied, "Military commander."

"Oh, dear, really? There's always a military, isn't there?"

"Your weapon was attacking the oxygen pockets above our city," the scientist told them.

"Oxygen pockets! Lovely! Ooh, but not so good with an impending drill! Now it makes sense!"

"Where is the rest of your invasion force?" Restac demanded.

"Invasion force? Me, the Professor, and lovely Nasreen? No! We came for the humans you took."

"And..." the Professor swallowed, taking a few deep breaths, "To offer the safe return of Alaya."

"Oh, wait, you and she, what is it, same genetic source? Of course you're worried, but don't be, she's safe."

"You claim to come in peace, but you hold one of us hostage," Restac glared, motioning for the soldiers to take position by the trio.

"Wait, wait, we all want the same thing here!"

"I don't negotiate with apes," she spat, "I'm going to send a clear message to those on the surface."

"What's that?"

"Your execution."

"Yes..." he frowned.

"Did I say?" the Professor glanced at him, "Hate you?"

He gave her a little smile, knowing she was still in a bit of pain and rather irritated, "No you don't," she rolled her eyes at him, "Love you too dear."

~8~

The Doctor walked beside the Professor, rather irritated with the fact his hands were bound behind his back as he wanted to put his arm around her waist to support her a bit. Nasreen followed just slightly behind them, beside the Silurian scientist, through a large section of vegetation, the soldiers around them being led by Restac.

"These must be the only ones awake, the others must still be in hibernation," the Doctor remarked.

"So, why did they go into hibernation in the first place?" Nasreen frowned.

"Their astronomers predicted a planet heading to Earth on a crash course," the Professor replied, "They a built life underground and put themselves to sleep for millennia in order to avert what they thought was the apocalypse. When in reality, it was just the moon coming into alignment with the Earth."

Restac stopped and turned to look at her, stunned.

"How can you know that?" the scientist breathed.

"Research paper," the Processor shrugged.

"Long time ago, I met another tribe of Homo Reptilia," the Doctor added, "Similar, but not identical."

"Others of our species have survived?" Restac's eyes widened.

"The humans attacked them. They died, I'm sorry."

"A vermin race," she spat before turning and leading them on again. In the middle of the vegetation was a large building which Restac and the scientist entered, stepping into a courtroom area, a large shining room, followed by the trio and the soldiers.

"You're not authorized to do this," the scientist reminded her.

"I'm authorized to protect the safety of our species while they sleep," Restac sneered.

"Oh, lovely place, very gleaming," the Doctor looked around.

The Professor just leaned over to whisper, "The Silurian court is also where they hold their executions."

"Ah," he nodded, "Not so lovely."

"Yeah."

Just then Amy entered through another door at the end of the room, aiming a Silurian gun at Restac, "Let them go!"

"Amy Pond, there's someone to rely on," the Doctor smiled as another human, a man, entered through the main doors, a gun of his own on the soldiers.

"You're covered both ways, so don't try anything clever, buster," the man glared.

"Mo!" Nasreen smiled, spotting him.

"Now let them go, or I shoot," Amy threatened. Restac simply stepped closer and it became painfully clear to them all that Amy didn't know how to work the gun, "I'm warning you!"

Restac grabbed the gun from Amy and pushed her to the ground.

"Don't you dare touch her!" the Professor shouted.

"And you," Restac motioned to the soldiers who surrounded Mo till he gave up his gun.

"Alright, Restac," the scientist sighed, "You've made your point."

Restac glared at him, "This is now a military tribunal. Go back to your laboratory, Malohkeh."

One of the soldiers jabbed Malohkeh in the back and he frowned, "This isn't the way," he told her but was forced to leave.

"Prepare them for execution!"

The soldiers moved in, ushering the humans and Time Lords to two pillars at the end of the room, tying them up.

"Ok, sorry, as rescues go, didn't live up to its potential," Amy muttered as she was tied to a beam with the Doctor and Professor while Nasreen and Mo were on the other side.

The Professor just took her hand behind their backs, "We're glad you're ok."

"Me too! Lizard men, though!"

"Homo Reptilia..." the Doctor corrected, "They occupied the planet before humans. Now they want it back."

"After they've wiped out the human race," Nasreen added.

"Right, preferred it when I didn't know, to be honest," Amy sighed, watching as the soldiers lined up like a firing squad.

"Why are they waiting? What do you think they're going to do with us?"

Restac turned to stand before them, behind the soldiers as she faced away from them. She let out a hiss and suddenly a holographic screen appeared before them, showing Rory, Ambrose, and Tony standing in the basement of the church.

"Oh, my God!" Ambrose gasped, spotting them.

"Who is the ape leader?" Restac demanded.

"It's them. How are they doing that? How do they know that we're in here?"

"Who speaks for the apes?" she repeated.

The humans looked at each other, when Tony muttered something to Rory who nodded and stepped forward, "I speak for the...humans. Some of us, anyway."

"Do you understand who we are?"

"Sort of. A bit. Not really."

"We have ape hostages."

Rory's eyes widened as they assumed the footage zoomed out, "Amy! Professor! Doctor!" he rushed towards the screen.

"Mo!" Ambrose cried, "Mo, are you ok?"

"I'm fine, love!" Mo called, "I've found Elliot. I'm bringing him home!"

"Amy!" Rory breathed, "I thought I'd lost you!"

"What, 'cos I was sucked into the ground?" Amy rolled her eyes, "You're so clingy."

"Tony Mack!" Nasreen smiled.

"Having fun down there?" Tony joked.

"Not to interrupt, but just a quick reminder to stay calm," the Doctor called.

"Show me Alaya," Restac cut in, "Show me and release her, immediately, unharmed, or we kill your friends…one by one."

"No!" Ambrose shoved her way in front of Rory.

The Professor frowned at the action.

"Ambrose..." Rory warned her.

"Steady now, everyone…" the Doctor tried again.

"Ambrose, stop it!" Tony glared.

"Get off me, dad!" Ambrose pushed him away, "We didn't start this!"

"Let Rory deal with this Ambrose," the Professor told her.

"We're not doing what you say any more," Ambrose glared, "Now, give me back my family!"

"No," Restac glared, "Execute the girl!"

The soldiers marched forwards, pulling Amy away and into the middle of the beams.

"No!" Rory shouted, "No, wait!"

"Rory!" Amy screamed.

"She's not speaking for us!"

"There's no need for this..." the Doctor began.

"Listen!" Rory called, "Listen! Whatever you want...we'll do it!"

"Aim," Restac ordered.

"Amy!"

"Rory!" Amy shouted.

"Don't do this!" the Professor squirmed in her bonds, trying to get out of them to help.

"No!" Rory called as the connection cut and static came over the screen.

"Fire!" Restac grinned.

Amy closed her eyes in fear.

"Stop!" a male shouted. They looked up to see Malohkeh enter with an older Silurian, clearly one of the Elder Council, "You want to start a war while the rest of us sleep, Restac?"

"The apes are attacking us!" Restac spat.

"You're our protector, not our commander, Restac. Unchain them."

"I do not recognize your authority at this time, Eldane."

"Well, then, you must shoot me."

They tensed, waiting for Restac to give the command, but she merely let out a frustrated hiss and turned to Malohkeh, "You woke him to undermine me."

"We're not monsters," Malohkeh stated, "And neither are they."

"What is it about apes you love so much? Hmm?"

"While you slept, they've evolved. I've seen it for myself."

"We used to hunt apes for sport. When we came underground, they bred and polluted this planet."

"Shush now, Restac," Eldane cut in, "Go and play soldier. I'll let you know if I need you."

"You'll need me, then we'll see," Restac sent him one more glare before storming out.

The soldiers quickly moved forward to release them and the Professor rushed to the controls for the transmission, snatching the Doctor's sonic on the way. She flashed the equipment and the screen sprang back up.

"Rory!" she cheered, seeing Rory, Tony, and Ambrose.

"Hello!" the Doctor grinned.

"Where's Amy?" Rory demanded.

"She's fine, look, here, she is," they stepped to the side so Rory could see Amy behind them.

"Oh, thank God."

"Keeping you on your toes!" Amy smiled.

"No time to chat," the Doctor cut in, "Listen, you need to get down here..."

"Go to the drill storeroom," the Professor continued, "There's a large patch of Earth in the middle of the floor. The Silurians can send up transport discs to bring you back down using geothermal energy and gravity bubble-technology."

"It's how they travel and frankly it's pretty cool. Bring Alaya. We hand her over, we can land this after all. All going to work, promise. Got to dash! Hurry up!"

And before Rory could get another word in, he cut the signal.

~8~

Amy and Nasreen sat on one side of a table in the middle of the courtroom while Eldane sat on the other, the Doctor, Professor, Mo, and Malohkeh standing around.

"I'd say, you've got a fair bit to talk about," the Doctor remarked.

"How so?" Eldane looked at him.

"You both want the planet," the Professor explained, "You both have a genuine claim to it."

"Are you authorized to negotiate on behalf of humanity?"

"Us?" the Doctor laughed, "No!"

"Well...unless we're dealing with Sontarans, eh?" the Professor nudged him lightly.

He laughed, "Yes, but they'll do anything to appease the 'greatest warrior the Universe has ever known,'" he nudged her back, putting an arm around her waist before smiling at her softly, ' _Not just them though,_ ' he added silently, ' _I'd do anything for you Kata._ '

She smiled at him as well, leaning close to nuzzle the side of his face, ' _The feeling's mutual Theta,_ ' she told him, ' _There's nothing I wouldn't do for you._ '

He pulled back a bit and dropped a gentle kiss on her head.

"Still," the Professor shook her head, turning back to Eldane, "You're not walking baked potatoes so no, we aren't authorized."

"But they are!" the Doctor gestured to Nasreen and Amy.

"What?" Nasreen gaped, shaking herself out of her confusion at their odd conversation about baked potatoes.

"No, we're not!" Amy added.

"Course you are!" he grinned, "Amy Pond and Nasreen Chaudhry, speaking for the planet! Humanity couldn't have better ambassadors. Come on, who has more fun than us?"

Amy got up and walked over to them, standing at the end of the table, "Is this what happens, in the future, the planet gets shared? Is that what we need to do?"

"What are you talking about?" Nasreen asked, walking over as well.

"Oh, Nasreen, sorry, probably worth mentioning at this stage, Amy, the Professor, and I travel in time a bit," the Doctor smirked.

"Anything else?"

"There are fixed points through time," the Professor added, "Where things must  _always_  stay the way they are."

"This is not one of them," the Doctor agreed.

"This is an opportunity, a temporal tipping point."

"Whatever happens today, will change future events, create its own timeline, its own reality."

"The future pivots around you."

"Here. Now. So do good. For humanity and for Earth."

"Right," Amy nodded, overwhelmed, as she headed back to the table, "No pressure there, then."

"We can't share the planet," Nasreen argued, "Nobody on the surface is going to go for this idea. It is just too big a leap!"

"Come on," the Doctor nudged her, "Be extraordinary."

"Oh...you..." she smiled and moved to sit back down as well.

"Ok," he slapped the table, "Bringing things to order, the first meeting of representatives of the human race and Homo Reptilia is now in session. Ha! Never said that before," he grinned at the Professor, "That's fab! Carry on!" he pointed at them.

"Now, Mo," the Professor clapped, "Let's go and get your son."

The Doctor put his arm around her as they headed for the door, "Oh, you know, humans, and their predecessors, shooting the breeze. Never thought I'd see it."

~8~

The Doctor, Professor, Mo, and Malohkeh stood outside a small chamber where Elliot was being held.

"Elliot, there you are," the Doctor mumbled, seeing the boy standing within, in some sort of stasis.

"If you've harmed him in any way…" Mo threatened as Malohkeh punched in the code to start the thawing procedure.

"Of course not!" Malohkeh sounded offended, "I only store the young."

"Why's that?" the Professor asked, curious.

"I took samples of the young, slowed their lifecycles to a millionth of their normal rate. So I could study how they grew, what they needed, how they lived on the surface."

"You've been down here, working by yourself, all alone?" she frowned. She could relate very much to that. Her fourth incarnation had done much the same, but by choice. She'd rather plow into her work, into her research, anything that would keep her mind off the Doctor, to keep herself from wondering where he was, what he was up to, whether he was safe or not...

The Doctor reached out and squeezed her hand, lifting it to his lips to drop a kiss on it as she thought on her past self.

She just smiled though and squeezed it back.

"My family," Malohkeh sighed, "Through the millennia…for the last 300 years, just me," he looked at Mo, "I never meant to harm your child."

"Malohkeh, we rather love you," the Doctor remarked as he bumped his fist with the reptile's.

The panel beside the door beeped, "It's safe," the Professor read, "We can wake him."

Malohkeh entered the room and removed the few wires connected to Elliot and turned to Mo, "Come," he stepped out and Mo entered, standing before his son as he started to wake up.

"Elliot?" Mo whispered as his son blinked, "Ell, it's dad."

"What..." Elliot looked up, "Dad!"

Mo pulled him into a tight hug, "You're safe now."

"Where are we?"

"Well, I've got to be honest with you, son. We're in the center of the Earth...and there are lizard men."

Elliot looked past him to Malohkeh, "Wow."

The Doctor stepped into the room, "Elliot, I'm sorry," he apologized, feeling far more responsible for this than he believed the Professor to be, she had been working away at the computer at the time and he had been the more aware of the two, "I took my eye off you."

"We both did," the Professor squeezed his hand again.

"It's ok," Elliot smiled, "I forgive you."

They stepped out of the room and started down the hall, when Malohkeh called out, "You go on, Doctor, Professor. I'll catch up."

They nodded and continued on.

~8~

"…give us space, we can bring new sources of energy," the small group heard Eldane say as they headed back into the courtroom, "New methods of water supply, new medicines, scientific advances. We were a great civilization. You provide a place for us on the surface, we'll give you knowledge and technology beyond humanity's dreams. We work together, this planet could achieve greatness."

"Ok," Nasreen nodded, "Now I'm starting to see it."

"Oh, yeah," Amy smiled.

Someone started to clap and they turned to see it was the Doctor and Professor as they entered with Mo and Elliot.

"Not bad for a first session," the Doctor remarked.

"More similarities than differences," the Professor nodded.

There was a whoosh above them, "The transport has returned," Eldane realized, "Your friends are here."

Amy and Nasreen stood up from the table, waiting for the others to arrive. Rory was the first one to enter the courtroom.

"Here they are!" the Doctor waved at them.

"Mum!" Elliot ran over as Ambrose stepped in.

"Rory!" Amy ran to him, hugging him.

The Professor frowned, seeing Rory try to speak but unable to find the words, "Something's wrong..."

And then Tony entered, carrying a body in a shroud.

"Doctor, what's he carrying?" Amy asked, fearful.

The Doctor stepped forward, "No. Don't do this. Tell me you didn't do this," Tony laid the body on the floor and stepped back to his family as the Doctor crouched down and pulled the cloth away from Alaya's face. Everyone looked on in mounting horror and sorrow as he put the shroud back and turned to glare at Tony, "What did you do?"

"It was me," Ambrose stepped up, "I did it."

"Mum?" Elliot shook his head, stepping away from his mother.

"I just wanted you back."

Elliot stepped back and walked over to his father. Everyone looked at her with varying mixes of pity and disappointment while the Doctor turned to Eldane, "I'm sorry. We didn't know. You have to believe us, they're better than this."

"This is our planet!" Ambrose shouted.

"We had a chance here!" the Professor snapped at her.

"Leave us alone!"

The Doctor strode over to her, "In future, when you talk about this, you tell people there was a chance but you were so much less than the best of humanity."

Just then armed soldiers entered the room with Restac.

"My sister," she gasped, rushing over to the body and pulling the shroud back. She hissed, wailing, as she gently replaced it, "And you want us to trust these apes?"

The Doctor wagged a finger, "One woman. She was scared for her family. She's not typical."

"I think she is," Restac glared at her.

" _One_  person let us down," the Doctor pleaded with Eldane, the Professor was silent, already knowing you only needed one chink in a defense to bring it all crashing down, "But there's a whole race of dazzling, peaceful human beings up there. You were building something, here, come on...an alliance could work."

"It's too late for that, Doctor," Ambrose threatened.

"Why?" the Professor turned to her, her expression growing hard, "What did you do?"

"Our drill is set to start burrowing again in..." she checked a stopwatch, "15 minutes."

"What?" Nasreen gasped, looking at Tony in horror.

"What choice did I have?" Tony asked, frustrated, "They had Elliot."

"Don't do this, don't call their bluff," the Doctor warned.

"Let us go back," Ambrose demanded, "And you promise to never come to the surface ever again. We'll walk away, leave you alone."

"Execute her!" Restac ordered.

"No!" the Doctor leapt forward and grabbed Ambrose, pulling her away as the soldiers fired.

"Everybody, back to the lab!" the Professor commanded, grabbing her blaster, "Run!"

The humans ran through a small archway in the middle of the stadium-like seats.

"Execute all the apes!" Restac snapped.

The Doctor pulled out the sonic and flashed it at the guns, making them spark, "This is a deadly weapon, stay back."

One of the soldiers climbed atop the seats and lashed out at the Doctor with her tongue. The Professor fired, blasting off the tip of it, enough where the venom sack was cut off but the soldier would still be able to speak. It hissed, retracting its tongue and gripping its mouth in pain but the Professor grabbed the Doctor's arm and pulled him through the archway.

They ran after the humans, down the tunnels.

"Take everyone to the lab!" the Professor called to Rory as they dodged a beam from a gun, "I'll cover you! Go! Go!"

She pushed the Doctor onwards and turned to face Restac and the other warriors but he wouldn't leave, taking a place beside her with the sonic.

"Ah, ah!" the Doctor held up the sonic, "Stop right there! Or either the Professor will use her blaster or I'll use my very deadly weapon again."

"One warning, that's all you get," the Professor stated, hard, "If there can be no deal, you go back into hibernation. All of you. Now."

"This ends here."

"No," Restac hissed, "It only ends with our victory."

"Like we said...one warning," he flashed the sonic and disabled two of the guns while the Professor blasted Restac's hand, causing her to drop her own gun and give chase.

~8~

The Doctor ran to the group which had gathered in some sort of control room and soniced the doors to slide shut and lock behind the Professor.

"Elliot," the Professor took charge, "You and your dad keep your eyes on that screen. Let us know if we get company. Amy," she took the stopwatch from Ambrose and tossed it to her, "Keep reminding us how much time we don't have."

Mo and Elliot turned to the screen of the tunnels while Amy looked at the watch, "Ok, 12 minutes till drill impact."

Tony fell down heavily against a control as Nasreen stood beside him, the Doctor ran over, "Tony Mack, sweaty forehead, dilated pupils, what're you hiding?" Tony opened his shirt to show a green infection spreading through the veins of his chest.

"Tony!" Nasreen gasped, "What happened?"

The Doctor flashed the sonic on the infected area, shaking his head at the Professor, not wanting her to touch it as they didn't yet know if it was contagious or what it was.

"Alaya's sting," Tony groaned, "She said there's no cure. I'm dying, aren't I?"

The Doctor looked at the sonic's readings, "You're not dying, you're mutating. How can we stop it?" he looked at the Professor.

"Decontamination program?" she suggested.

"Might work," he nodded, "Don't know."

"Eldane, can you run the program on Tony?"

"Professor, shedload of those creatures coming our way!" Mo called, "We're surrounded in here!"

Eldane moved to help Tony to the decontamination chamber.

"So, question is, how we do stop the drill, given we can't get there in time?" the Doctor asked, "Plus also, how do we get out, given that we're surrounded?"

"Nasreen," the Professor turned to her, "How do you feel about an energy pulse, channeled up through the tunnels to the base of the drill?"

"To blow up my life's work?" she breathed.

"Yes," the Doctor nodded, seeing the Professor's idea, "Sorry. No nice way of putting that."

"Right, well, you're going to have to do it before the drill hits the city, in..."

"11 minutes, 40 seconds..." Amy finished.

"Yes!" the Doctor grinned, truly loving it more the worse it got, "Squeaky bum time!"

"The explosion will cave in all the surrounding tunnels, we need to be on the surface by then," the Professor added.

"But we can't get past Restac's troops," Rory shook his head.

"I can help with that..." Eldane spoke up, "Toxic Fumigation, an emergency failsafe meant to protect my species from infection. A warning signal to occupy cryo-chambers. After that, citywide fumigation, by toxic gas. Then the city shuts down."

"You could end up killing your own people," Amy frowned.

"Only those foolish enough to follow Restac."

"Eldane, are you sure about this?" the Doctor looked at him closely.

"My priority is my race's survival. The Earth isn't ready for us to return yet."

"No."

"10 minutes, Doctor," Amy reminded.

"But maybe it should be," he looked at the Professor, relaying his plan, and she nodded, getting to work at the controls, "So here's the deal. Everybody listening? Eldane, you activate shutdown..."

"I'll amend the system," the Professor called, "Set your alarm for 1,000 years' time."

The Doctor looked at the humans, "1,000 years to sort the planet out, to be ready. Pass it on. As legend, or prophesy, or religion, but somehow, make it known. This planet is to be shared."

"Yeah," Elliot nodded, "I get you."

"9 minutes, 7 seconds," Amy reported.

The Doctor moved to join the Professor at the controls, "Yes, fluid controls, my favorite!"

"Energy pulse tied, primed, and set," the Professor nodded, "And before we go, need to cancel out that energy barricade…" she snatched the Doctor's sonic from his pocket and flashed the controls, shutting the force field down before tossing the sonic back to the Doctor.

"Fumigation pre-launching," Eldane added.

"There's not much time for us to get from here to the surface," Rory remarked.

"Ah ha, super squeaky bum time!" the Doctor laughed, "Get ready to run for your lives. Now..."

"But the decontamination program on your friend hasn't started yet," Eldane reminded them. They all looked at Tony.

"Well, go," he ushered them, "All of you! Go."

"No, we're not leaving you here!" Ambrose shook her head.

"Granddad!" Elliot ran to Tony, hugging him.

"8 minutes, 10 seconds," Amy called.

"Now you look after your mum," Tony told Elliot, "You mustn't blame her. She only did what she thought was right."

"I'm not going to see you again, am I?" he breathed.

"I'll be here," he touched Elliot's heart, "Always. I love you, boy," he hugged him tightly and turned to his daughter, "You be sure he gets home safe!"

"This is my fault," Ambrose breathed shakily.

"No, I can't go back up there. I'd be a freak show. The technology down here's my only hope," he hugged her.

"I love you, dad."

"Go. Go. Come on…go on."

Eldane activated the fumigation.

"Toxic fumigation initiated," came over the loudspeaker, "Return to cryo-chambers. Toxic fumigation initiated. Return to cryo-chambers…"

"They're going!" Amy called, glancing at the monitors, "We're clear!"

"Ok," the Doctor looked around, "Everyone follow Nasreen. Look for a blue box. Get ready to run," he soniced the door and it slid open before he turned to Eldane, "We're sorry."

"I thought for a moment, our race and the humans..." Eldane breathed.

"Yes," the Professor nodded, "Us too."

"We've got less than 6 minutes!" Amy shouted.

"Go!" the Doctor waved them off, "Go! We're right behind you!" they ran from the room and he turned to Nasreen, "Let's go."

"I'm not coming either," Nasreen smiled, calm.

"What?"

She moved to stand by Tony, "We're going to hibernate with them, me and Tony."

"Doctor, Professor, you must go!" Eldane called.

"I can be decontaminated when we're woken," Tony looked at Nasreen with a small smile, "All the time in the world."

"But...Nasreen...you..." the Doctor shook his head.

Nasreen walked over to them, "No. This is perfect. I don't want to go. I've got what I was digging for. I can't leave when I've only just found it."

The Doctor nodded, squeezing the Professor's hand in his own, understanding completely, "I get it."

"Doctor!" Amy ran in, "Professor!"

"Thank you," Nasreen smiled at them.

"The pleasure was all ours," the Professor hugged her quickly before they turned and ran out of the room.

"Come and look for us!" Nasreen called after them as the door slid closed behind them.

They ran along the passages, meeting up with Rory on the way.

"Immediate evacuation..." the loudspeaker announced.

"Other way, idiot!" Amy shouted, pulling Rory along.

"Toxic fumigation is about to commence."

They ran into the large cavern, the bridge above the magma, only to see Mo, Elliot, and Ambrose looking around in awe.

"Come on!" the Doctor shouted, shocking them into action. They ran down the passages, back the way they came, and to the tunnel where the TARDIS was sitting, "No questions, just get in!" he unlocked it, "And yes, we know it's big!"

"Ambrose," the Professor called, ushering them in, "Med-bay up the stairs, left, then left again...get yourselves fixed up."

"Come on! 5 minutes and counting..."

A bright light sprang to life behind them.

They turned slowly to see the crack in the tunnel, the same as on Amy's wall, though huge, almost big enough to climb through.

"Not here," the Doctor shook his head, "Not now."

"It's getting wider…" the Professor looked at it in horror.

"The crack on my bedroom wall," Amy gasped.

The Doctor walked up to it and squatted down, "And the  _Byzantium_."

"All through the Universe," the Professor crouched beside him, "Rips in the continuum. Some sort of space/time cataclysm."

"An explosion, maybe."

"Big enough to put cracks in the Universe."

"But what?" he studied it fascinated, the Professor borderline analytical.

"4 minutes 50..." Amy checked the watch, "We have to go!"

"The Angels laughed, when we didn't know," the Doctor muttered, "Prisoner Zero knew, everybody knows, except us!"

"Doctor, just leave it!"

"But where there's an explosion," the Professor realized, pulling out a blue hankie from one of her pockets, "There's shrapnel," she looked at the Doctor who nodded, moving to the side so she could move to the center of the crack.

"Professor, you can't put your hand in there!" Rory shouted, alarmed.

"Why not?" she countered, reaching in with her hand, grimacing in pain as the light got brighter, she frowned, "I've got something!"

"What is it?" Amy asked nervously.

She pulled her arm back, falling backwards onto the ground, clutching the item wrapped in the hankie as it sizzled with heat and energy. The Doctor quickly moved to her side, helping her up, "I don't know."

"Doctor!" Rory shouted, spotting Restac crawling into the tunnel.

The Doctor jumped and spun around, putting himself before the Professor.

"She was there, when the gas started..." Amy realized, "She must've been poisoned!"

"You!" Restac snarled.

"Get in the TARDIS," the Professor ordered, moving to the Doctor's side, slipping the hankie into her pocket and grabbing her blaster, "Both of you."

"You did this!" Restac aimed her gun.

"No!" Rory shouted, pushing the two out of the way as she fired, striking Rory instead. It hadn't mattered that he knew the Professor could probably avoid the blast, but he'd reacted too quickly, just wanting to save her like she and the Doctor saved so many...

"Rory!" Amy screamed, rushing to his side as he groaned in pain on the ground, none of them noticing Restac die.

"Rory, can you hear me?" the Doctor quickly soniced him.

"I don't understand," Rory moaned.

"Shh, shh," Amy hushed him, stroking his face, "Don't talk," she looked at the Doctor, "Doctor, is he ok? We have to get him into the TARDIS!"

"We were on the hill. I can't die here."

Amy's eyes grew tearful, "Don't say that."

"You're so beautiful..." he breathed, looking at her, "I'm sorry."

And with a final breath, his head lulled to the side.

"Doctor, help him!" Amy shouted.

The Doctor moved to try and scan him again when the Professor grabbed his arm. He looked at her, following her gaze over to the crack behind them, seeing tendrils of light reaching out, already touching Rory's feet.

The Professor quickly stood, "Amy, move away from the light, if it touches you you'll be wiped from history. Amy, move away now."

"No!" she screamed, "I am not leaving him! We have to help him!"

"The light's already around him, we can't help him," the Professor grabbed her shoulder.

"I am not leaving him!"

"We have to," the Doctor agreed, moving over to grab her other arm.

"No!"

"Sorry!"

"Get off me!"

"Sorry!" they hefted her to her feet and pulled her to the TARDIS, kicking and screaming.

"Get off me!"

They shoved her in, the Professor grabbing her in a hug and pushing her in more as the Doctor locked the door.

"No!" she struggled, "No! No!" the Doctor soniced it locked. Amy squirmed away and ran to the door, pounding on it, "Let me out, please let me out...I need to get Rory."

The Doctor and Professor exchanged a glance before rushing to the console and setting the controls.

Amy whirled around and ran after them, spotting Rory on the monitor, the light enveloping him like a cocoon, "That light, if his body's absorbed I'll forget him. He'll never have existed. You can't let that happen!" the Doctor pulled a lever on the console, "What are you doing?" she ran over to it, "Doctor! No!" she moved to try and pull the lever down again but the Professor grabbed her and pulled her away as the TARDIS dematerialized.

Amy beat her hands on the Professor's chest, trying to pull away, "No! No! Professor, we can't just leave him there!"

"Keep him in your mind," the Professor told her in a last ditch effort, "Don't forget him. If you forget him, you'll lose him forever."

"On the  _Byzantium_ , I still remembered the clerics because I am a time travele, now you said," Amy shook her head.

The Doctor moved over, looking Amy in the eyes, "They weren't part of your world. This is different...this is your own history changing."

"Don't tell me it's not going to be ok. You have to make it ok."

"It's going to be hard, but you can do it, Amy," the Professor led her to the jump seat and sat her down, the two of them kneeling before her, "Tell us about Rory."

"Fantastic Rory, funny Rory, gorgeous Rory," the Doctor nodded, "Amy, listen to us. Do exactly as we say. Amy, please. Keep concentrating. You can do this."

"I can't," she sobbed.

"You can," the Professor insisted, "You can do it. We can't help you unless you do. Come on. We can still save his memory."

It shouldn't have been possible. Rory had been taken by the time energy but Amy still seemed able to remember him, to hold on for now.

"Come on, Amy," the Doctor squeezed her hand as she struggled to think about Rory, "Please…come on, Amy, come on. Amy, please. Don't let anything distract you."

"Remember Rory. Keep remembering. Rory is only alive in your memory."

"You must keep hold of him. Don't let anything distract you. Rory still lives in your mind."

The TARDIS jolted as she landed, knocking them all to the floor. The engagement ring box fell to the ground before the Doctor as he stared at it.

Amy jumped up, smiling, "What were you saying?" she asked them brightly, but they could only stare at her.

"I have seen some things today, but this is beyond mad," Mo commented as he and his family walked down the steps.

Amy glanced at the stopwatch, "5 seconds till it all goes up!"

They ran out of the TARDIS, just in time to see the drill explode.

~8~

Elliot, Amy, and Mo walked through the graveyard as the Doctor, Professor, and Ambrose stood by the door to the church.

"All Nasreen's work just erased," Amy was saying as they passed.

"Good job she's not here to see it," Mo laughed, "She's going to give Tony hell when they wake up."

Ambrose waited till they passed before turning to the Doctor and Professor, "You could've let those things shoot me. You saved me."

"An eye for an eye is never the way," the Professor told her sagely.

"Now you show your son how wrong you were," the Doctor nodded.

"How there's another way."

"You make  _him_  the best of humanity...in the way you couldn't be."

They gave her a gentle smile and walked away.

~8~

"You're very quiet," Amy remarked as she joined the duo while they stood outside the TARDIS, "Oh!" she smiled, spotting something, "Hey! Look! There I am again! Hello, me!" she waved at her future self.

"You ok?" the Professor asked, seeing her frown a moment.

"I thought I saw someone else there for a second. I need a holiday. Didn't we talk about Rio?"

"You go in," the Doctor nodded at the TARDIS, "Just fix this lock, keeps jamming," he unlocked the door and opened it for her.

She laughed, looking at the Professor, "Your boy and his locksmithery," she rolled her eyes but entered anyway, shutting the door behind her.

The Doctor looked over at the Professor as she pulled the piece of shrapnel from her pocket, unwrapping it, only to see a piece of white with words written on it. Her eyes widened in horror as she quickly held it up to the TARDIS's sign, a perfect corner piece.

They looked at each other in shock.

* * *

**Notes for the Chapter:**

> I apologize if there are editing/grammar mistakes after Eldane stops the execution, that's where my work got cut off and I had to rewrite it to get it posted on time, I tend to read each chapter like 3-4 times before posting it, didn't get the chance to, just one go, so sorry!


	10. Vincent, the Doctor, and the Professor

Amy excitedly entered the Van Gogh exhibit in the Musee D'Orsay, looking around at all the paintings as an older man in a bow tie gave a lecture.

"So this is one of the last paintings Van Gogh ever painted. Those final months of his life were probably the most astonishing artistic outpouring in history. It was like Shakespeare knocking off Othello, Macbeth, and King Lear over the summer hols. And especially astonishing because Van Gogh did it with no hope of praise or reward…"

"Thanks for bringing me," Amy turned to smile at the Doctor and Professor as they stood behind her, the Doctor's arm around the Professor's waist.

"You're welcome," the Professor returned the smile.

"You're being so nice to me. Why are you being so nice to me?"

"We're always nice to you," the Doctor countered.

"Not like this. These places you're taking me…Arcadia, the Trojan Gardens, now this. I think it's suspicious."

"Well, it's not. There's nothing to be suspicious about."

The Professor leaned over to whisper, "She was joking."

Amy nodded, "Why aren't you?"

"Each of these pictures now is worth tens of millions of pounds," the lecturer continued, "Yet in his lifetime, he was a commercial disaster. Sold only one painting, and that to the sister of a friend. We have here possibly the greatest artist of all time, but when he died, you could sold his entire body of work and got about enough money to buy a sofa and a couple of chairs. If you follow me now..."

"Who is it?" a little boy asked his friend as they looked at a portrait of an older man.

"It's the doctor!" his friend shouted. The Doctor, of course, spun around at the shout to see them looking at the 'Portrait of Dr. Gachet,' "He was the doctor who took care of Van Gogh when he started to go mad."

"I knew that."

Amy grabbed the Professor's arm suddenly and pulled her towards a painting, 'The Church at Auvers,' holding up her guidebook as the Doctor followed, "Look! There it is, the actual one."

"Yes," the Doctor smiled, "You can almost feel his hand painting it right in front of you. Carving the colors into shapes..."

"Wait a minute," the Professor frowned, her gaze narrowing down on a peculiar black shape in the corner of the window, automatically knowing it was not meant to be there.

"What?" Amy asked.

"Look at that," she pointed it out.

"What?"

"Something very not good indeed," the Doctor nodded.

"What thing very not good?"

"Look there," the Professor pointed closer, "In the window of the church."

"Is it a face?"

"Yes," the Doctor sighed, "And not a nice face at all. I know evil when I see it and I see it in that window," he turned around and made his way over to the lecturer.

"It has changed hands for something in the region of 20..." he was saying when the Doctor stepped up.

"Excuse me, if I can just interrupt for one second," he quickly flashed the psychic paper at the man, "Sorry, everyone. Routine inspection, Ministry of Art and...Artiness. So, um..."

"Dr. Black," the lecturer introduced.

"Yes, that's right. Do you know when that picture of the church was painted?"

"Ah, what an interesting question. Most people..."

"I'm going to have to hurry you. When was it?"

"Exactly?"

"As exactly as you can. Without a long speech, if poss. I'm in a hurry."

"Well, in that case, probably somewhere between the 1st and 3rd of June."

"What year?"

"1890. Less than a year before he killed himself."

"Thank you, sir. Very helpful indeed. Nice bow tie," he smirked at Amy, "Bow ties are cool."

"Yours is very..."

"Oh, thank you. Keep telling them stuff," he patted Black on the back and pulled the Professor out through the crowd, pushing Amy ahead of him, "We need to go."

"What about the other pictures?" Amy tried to look back.

"Art can wait," the Professor told her, ushering her forward as well.

"This is life and death," the Doctor agreed, shoving her out the door.

"We need to talk to Vincent Van Gogh."

They hurried down the stairs, away from the exhibit, when the Professor glanced at the Doctor, "You know I could have just told you when he painted that."

He grinned, "I know, but he was wearing a bow tie!"

She just shook her head at him, him and his bow ties...

~8~

The TARDIS materialized in a dark alley at night, the Doctor and Professor quickly stepping out and heading down it with Amy following.

"Right, so here's the plan," the Doctor began, "We find Vincent and he leads us straight to the church and our nasty friend."

"Easy peasy," Amy smirked.

"Well, no. I suspect nothing will be easy with Mr. Van Gogh. Now, he'll probably be in the local café, sort of orangey light, chairs and tables outside."

Amy pulled out her small guidebook and opened it to 'The Café Terrace on the Place du Forum, Arles, at Night,' and held it in front of the Doctor's face, "Like this?"

"That's the one."

"Or indeed like that," she dropped it to reveal the café right in front of them at the end of the alley.

"Yes, exactly like that," the Professor nodded, "Good job Amy!"

They walked over to where a few waitresses were cleaning the tables outside, a man in a suit standing in the entrance way.

"Good evening," the Doctor greeted the man, "Does the name Vincent Van Gogh ring a bell?"

"Don't mention that man to me," the man glared and stormed back inside.

The Professor frowned and turned to the waitresses, "Excuse me. Do you know Vincent Van Gogh?"

"Unfortunately," one of the women huffed.

"Unfortunately?" Amy raised an eyebrow.

"He's drunk, he's mad, and he never pays his bills."

"Good painter, though, eh?" the Doctor smiled.

The waitresses and patrons started to laugh. The Doctor pouted and sat down at one of the tables, dejected, the Professor just moving to stand beside him, her hand on his shoulder.

"Come on!" a man with a soft Holland accent shouted from inside, "Come on! One painting for one drink. That's not a bad deal."

The same man from before strode out with a canvas, a red-haired man following behind, Vincent Van Gogh in the flesh. Amy and the Doctor reacted in quiet, giddy excitement as the Professor laughed softly at them though smiled widely.

"It wouldn't be a bad deal if the painting were any good," the man replied, "I can't hang that up on my walls. It'd scare the customers half to death," he held up the painting beside the man, "It's bad enough having you in here in person, let alone looming over the customers day and night in a stupid hat. You pay money or you get out."

"We'll pay if you like," the Professor called.

"What?"

"Well, if you like," the Doctor nodded, "We'll pay for the drink. Or we'll pay for the painting and you can use the money to pay for the drink."

"Exactly who are you?" Vincent glared.

"We're...new in town."

"Well, in that case, you don't know three things. One, I pay for my own drinks, thank you…" everyone laughed at that, "Two, no one ever buys any of my paintings or they would be laughed out of town, so if you want to stay in town, I suggest you keep your cash to yourself. And three, your friend's cute," he jerked a thumb at Amy, "But you should keep your big nose out of other people's business," he turned back to the owner, "Come on, just one more drink. I'll pay tomorrow."

"No," the man glared.

"Or, on the other hand, slightly more compassionately, yes?"

"Or, on the other hand, to protect my business from madmen, no."

"Or…"

"Oh, look, just shut up the pair of you!" Amy cut in and walked over, "I would like a bottle of wine, please, which I will then share with whomever," she looked at Vincent, "I choose."

"That could be good."

"That's good by me," the man agreed.

"Good," Amy smirked and headed inside. The man followed after her and pressed the canvas into Vincent's chest. Vincent sighed, glancing down at his 'Self Portrait with Straw Hat' before following.

~8~

The Doctor and Amy sat across from Vincent and the Professor at a little table in the café, the humans sipping wine.

"That accent of yours," Vincent eyed Amy, "You from Holland like me?"

"No," Amy said at the same time as the Doctor said, "Yes."

"Born in Holland," the Professor cut in, "Raised in Scotland."

Vincent nodded.

"So," the Doctor held out a hand, "Start again. Hello, I'm the Doctor."

"I knew it!" Vincent glared.

"Sorry?"

"My brother's always sending doctors, but you won't be able to help."

"No, not that kind of doctor," he laughed.

"I'm the Professor," the Professor introduced herself as well, "She's Amy."

The Doctor nodded at the unfinished 'La Meridienne' sitting beside Vincent, "That's incredible, don't you think, Amy?"

"Absolutely," Amy grinned, "One of my favorites."

"One of my favorite whats?" Vincent frowned, "You've never seen my work before."

"Ah, yes. One of my favorite paintings that I've ever seen. Generally."

"Then you can't have seen many paintings, then. I know it's terrible. It's the best I could do. Your hair is orange."

"Yes," she leaned forward, "So's yours."

"Yes. It was more orange, but now is, of course, less."

The Professor had to wonder vaguely if this was how Amy felt when she and the Doctor tended to flirt. It was a bit nauseating. But then again, it was different when the couple flirting was married as opposed to a single man and a would-be-engaged-had-her-fiancé-not-been-erased-from-time woman.

"So, Vincent," the Doctor cut into the flirting, "Painted any churches recently? Any churchy plans? Are churches, chapels, religiousy stuff like that, something you'd like to get into? You know, fairly soon?"

"Well, there is one church I'm thinking of painting when the weather is right…" Vincent remarked.

"That is very good news."

Just then a woman screamed, "She's been murdered! Help me!"

"That, on the other hand, is not," the Professor jumped up and ran out with the Doctor.

"Come on, Amy, Vincent!" the Doctor called over his shoulder.

They ran out the door and into the same alley they'd come from to find a small group of locals gathered around the body of a young girl, lying on the cobblestone.

"She's been ripped to shreds!" a man shouted.

"Please, let me look," the Doctor pushed his way through, "I'm a doctor."

"Who is it?" another woman called.

"Oh, no, no, no," the Doctor knelt beside the girl as Vincent did as well.

"Is she dead?" another man asked.

An older woman pushed her way through, gasping at the sight, "Away, all of you vultures! This is my daughter!" she fell to her knees, caressing her daughter, "Giselle. What monster could have done this?" she glared at the Doctor, "Get away from her!"

The Doctor and Vincent quickly stood, backing away to Amy and the Professor, "Ok, ok."

"Get that madman out of here!" the mother shouted, grabbing a stone and throwing it at Vincent, only for the Professor to grab it midair and glare right back.

Unfortunately the crowd took hold of the idea and threw stones as well, all blaming Vincent. The Doctor and Professor pushed them back out of the alley, the Professor catching a stone here or there, keeping some from hitting them as they ran off.

"You bring this on us!" the mother shouted as they ran, "Your madness! You! He's to blame!"

They ran around the corner at the end of the alley, stopping to catch their breath, "Are you alright?" the Professor looked over at Vincent.

"Yes, I'm used to it," he panted.

"Has anything like this murder happened here before?"

"Only a week ago. It's a terrible time."

"As we thought, as we thought," the Doctor sighed, "Come on, we'd better get you home."

"Where are you staying tonight?"

The Doctor grinned and clapped Vincent on the shoulder, "Oh, you're very kind," before taking the Professor's hand and strolling off down the alley.

~8~

Vincent led the way, through a maze of buildings, towards his cottage, "Dark night, very starry," the Doctor commented.

"It's not much," Vincent warned, "I live on my own. But you should be ok for one night. ONE night."

"We're going to stay with him?" Amy turned to the Doctor and Professor quietly.

"Until he paints that church," the Professor nodded.

Vincent lit a lamp and pulled off his hat, "Watch out. That one's wet."

"What?" Amy looked over, only to gasp at the sight of the painting 'Bedroom in Arles' hanging there.

Vincent hung his hat on a hook and stepped into his cottage, the Doctor and Professor following. They stopped short, seeing the room full of dozens of paintings in different stages of completion, "Sorry about all the clutter," he muttered.

"Some clutter," the Doctor breathed.

"I've come to accept the only person who's going to love my paintings is me."

"Wow," Amy entered, still in awe, "I mean, really. Wow."

The Doctor and Professor looked around at 'Blossoming Almond Tree,' 'Prisoners Exercising (after Dore),' and 'Wheat Field with Cypresses.'

"Yeah, I know it's a mess. I'll have a proper clear out. I must, I really must," Amy looked over at the 'La Berceuse,' "Coffee, anyone?"

"Not for us, thanks," the Professor called, still looking around.

The Doctor popped his head into the next room to see Vincent putting his coffee down on 'Still life: Basket with Six Oranges,' "You know you should be careful with these. They're...precious."

Vincent merely wiped the coffee ring with his hand, "Precious to me. Not precious to anyone else."

"They're precious to me!" Amy called from the next room, entering with the Professor.

"Well, you're very kind. And kindness is most welcome."

"Right, so, this church, then," the Doctor clapped, "Near here, is it?"

Vincent eyed him as he moved to get wood for the fire, "What is it with you and the church?"

"Oh, just casually interested in it, you know."

"Far from casual. Seems to me you never talk about anything else," he glanced at the women, "He's a strange one."

"Tell me about it," the Professor rolled her eyes playfully before taking the Doctor's arm, "But I rather like strange," she rose on her toes and gave him a peck, "Ordinary is far too...well, ordinary."

He have a little laugh as he smiled at her, dropping a kiss onto her hair, before turning to Vincent, "Ok, so let's talk about you. What are you interested in?"

"Look around," he gestured with open arms, "Art. It seems to me there's so much more to the world than the average eye is allowed to see. I believe, if you look hard, there are more wonders in this Universe than you could ever have dreamed of."

"You don't have to tell me," the Doctor smiled, his gaze on the Professor, who blushed but beamed at him.

Vincent looked at them, having noticed their wedding rings, and smiled.

~8~

The Doctor was sitting in a chair by the fire as Vincent manically explained his views on art, "It's color. Color that holds the key. I can hear the colors. Listen to them. Every time I step outside, I feel nature is shouting at me. 'Come on. Come and get me. Come on. Come on!'" he gripped the Doctor's lapels, "'Capture my mystery!'"

"Maybe you've had enough coffee now," the Doctor slowly pried the man's hands away, "How about some nice calming tea? Let's get you a cup of chamomile or something, shall we? Professor? Amy? Where're they?"

Amy screamed.

"Doctor!" the Professor shouted from outside.

"No!" he jumped up and ran out, "No. NO!" he ran out the doors and looked around, "Professor! Amy!" they were huddled in the yard, Amy on her knees, the Professor on one knee, crouched beside her, with her blaster out, scanning the area, "What happened?" he ran over to them.

"We were having a look at the paintings out here when something hit her from behind," the Professor reported, tense, on alert.

"It's ok," he reached out and slowly lowered the Professor's arm, "Whatever it was is gone now and I'm here."

Vincent suddenly held up his hands in fright, "No!" he backed away, fearful.

"Take it easy," the Doctor turned to him, "Take it easy!"

"What's happening?" Amy asked, "What's he doing?"

Vincent grabbed a large wooden fork from the ground and held it out in front of him like a weapon.

"I don't know…" with a shout Vincent ran towards them, "Oh, dear."

The Professor pulled the Doctor back and Vincent ran past them, shouting, "Run. Run!"

"Yeah, yeah, yeah," the Doctor nodded, "That's not a bad idea. Amy, get back. He's having some kind of fit. I'll try to calm him down," he got up and moved to stand before Vincent as he lashed out at something, Amy running to the doorway and watching.

"Doctor, I don't think it's a fit!" the Professor called.

"Easy, Vincent, easy," he tried to calm the man, "Look, look. It's me, it's me, it's me. It's the Doctor, look…" he glanced at the Professor who had her blaster up again, "Well, what else could it be?"

"Can't you hear that?" she shouted.

"Hear what?"

She frowned, hearing a soft stomping, twigs cracking, the ground creaking as something walked over it, a faint panting as well, "There's something out there!"

"Look out!" Vincent shouted as the Doctor was thrown to the ground. There was a roar and something slashed at one of the paintings near Amy, leaving three claw marks down it.

"I can't see anything!" Amy shrieked, "What is it?"

The Professor ran to the Doctor's side, helping him up as Vincent turned to fight off whatever was attacking them, clearly able to see it.

"That is a good question," the Doctor grabbed a stick and ran to join Vincent, ushering the Professor over to Amy's side to protect her, "Let me help you."

"You can see him, too?" Vincent looked at him, but the Doctor just ran to a different area of the yard, waving the stick around.

"Yes. Ish. Well, no. Not really."

The creature roared and the Doctor was thrown back again, over a table, landing at Vincent's feet.

"You couldn't see him?"

"No. Oi!" he pushed himself up and began batting the stick around. Vincent shook his head and turned to the actual direction the creature was in when a light flew past him, striking the beast.

It let out a cry of pain and ran from the yard. Vincent whirled around to see the Professor stepping out from behind the paintings, her blaster out, watching as the trees and bushes moved as the creature ran.

"Did you see it too?" he asked her.

She lowered her blaster, "No, but you could," she responded, reaching back to help Amy stand, "I just aimed where you were looking."

He nodded and they glanced over at the Doctor, watching as he still tried to fight it off. The Professor was tempted to wait and see how long it would take before he realized the creature had left, but Vincent called out to him, "He's gone!"

"Oh, right," the Doctor spun around, "Yes, of course," he tossed down the stick and strolled over.

~8~

"Right," the Doctor sighed as they stood in Vincent's cottage, "So he's invisible? What did he look like?"

"I'll show you," he grabbed one of his paintings of irises and painted over it with white.

"Oh, no, no, no!"

"What?" he looked up to see them looking at it in horror.

"It's just...that was quite a good..." he sighed, "On you go."

Vincent quickly sketched out the creature with his charcoal, the trio watching intently. He stepped back, showing a reptilian, bird-like creature with a beak and talons.

"Ok," the Doctor nodded, taking the sketch and holding it up to the Professor, "What is it?"

"I have no idea," she replied.

He grinned a bit, lowering the painting, almost smug, "Say that again?"

She just whacked him on the arm, "If it's invisible, how would I know what it actually looks like?"

"Right," he conceded, before sighing, "Amy, make Mr. Van Gogh comfortable. Professor, don't let any invisible monsters in through the front door."

"But it could be outside, waiting!" Amy argued, seeing him heading for the door.

"Don't worry, I'll risk it," he replied, "What's the worst that can happen?"

"You could get torn into pieces by a monster you can't see," the Professor remarked dryly.

"Oh, right, yes," he nodded, "That. Don't worry," he reached out and took her hand, "I'll try my level best not to."

She sighed, "Use your senses," she told him, "Notice everything, every shadow that doesn't have a source, every item that moves with no one around it..."

He smiled at her concern and tugged her closer, kissing her deeply, pouring his promise to look after himself into it, ' _I'll be fine,_ " he whispered to her, resting his forehead against hers.

' _I don't like it when I'm not there to help you,_ ' she admitted to him softly, ' _You need me to watch your back._ '

' _I need you to watch theirs this time,_ ' he replied, pulling back just a bit to stroke her cheek in comfort, ' _I'll come back, safe and sound._ '

' _You better._ '

' _I will. I promised I'd always come back to you didn't I?_ '

She smiled softly at that, ' _That you did._ '

"I'll be back before you can say, 'Where's he got to now?'" he told her, out loud, giving her one more peck.

She rolled her eyes but nodded, knowing he wanted her to stay with the humans so they would have some form of protection. He winked at her and turned to leave.

Amy turned to face Vincent when the Doctor jumped back into the room with a shout of, "Not that fast!" Amy jumped but the Professor seemed to be expecting it, "But pretty fast. See you around," he laughed and left again.

"Oi!" the Professor called and he turned around to face her, "Be careful."

He nodded.

~8~

The Doctor crept out of the cottage, looking around cautiously, doing as the Professor had done and listened for any odd noises in the night. He deftly made his way across the village, to the alley, and back to the TARDIS with little to no threat he could detect. He quickly glanced over his shoulder before unlocking it and entering. He ran to the back of the room, to a chest, dragging it away from the wall, "Right. You in here somewhere? I can't apologize enough. I thought you were just a useless gadget. I thought you were just an embarrassing present from a dull godmother with two heads and bad breath. Twice," he pulled out a mirror device with a harness attached to it, "How wrong can a man be?"

' _Knowing you Theta?_ ' the Professor called to him, ' _And on a good day?_ '

' _Hush Kata,_ ' he called back.

He turned and hooked the device up to the TARDIS console for power and made a face in the mirror. The TARDIS began printing out pictures of his first two incarnations, naming his species and planet of origin.

"Good," he ripped the papers away, "Ok, you're working. Now, see what you make of this," he held up the sketch, "Who is that?" he looked down as the mirror matched a parrot, "No, I know it's not that. There are thousands of them and you can see them plain as day," and then a polar bear, "No. Definitely not. This is the problem with the impressionists, not accurate enough. This would never happen with Gainsborough or one of those proper painters. Sorry, Vincent," he chucked the sketch behind him, "You'll just have to draw something better."

~8~

The Doctor stepped out of the TARDIS, wearing the harness, the mirror aimed over his shoulder. He set it to the side as he adjusted it and it beeped, "That's better, old girl. Time delay, but you always get it right in the end. Good. Let's find out who this is, then," he looked back at the device, reading the results, "Whoa, there you are, you poor thing. You brutal, murderous, abandoned thing. I hope we meet again soon so I can take you home," and then he spotted the creature behind him, now visible in the mirror, as it roared, "Maybe not that soon."

He took off, running down the alley, checking in the mirror as he ran, knocking tables over as he went to try and slow it down. He ran around a corner, pressing his back to it and listening as the creature roared before its footsteps faded. He let out a breath of relief and turned to look, nearly jumping out of his skin when he saw Amy standing there.

"Never do that! You scared the living daylights out of me."

"Sorry," Amy winced, "I got bored. As much as you admire his command of color and shape, it is hard to get fond of Vincent Van Gogh's snoring, how the Professor's managing to do it, I have no idea."

"Training," he remarked as they headed back.

She frowned, "The Time Lords trained their soldiers to ignore snoring?"

"To ignore everything," he corrected, "They were trained to block out what they didn't want to deal with, sounds, distractions, even pain to a degree…come along Pond."

~8~

"Wakey, wakey!" the Doctor shouted as he entered Vincent's bedroom, which looked exactly like his painting of it save there was now someone snoring away in the bed, "Rise and shine! Breakfast is served in the courtyard," he opened a window, letting in a bright ray of sun, "Whoa! What a morning!" he clapped, "Come on," Vincent got up, "And Amy's got a little surprise for you."

Vincent stuck his head out the window as the Doctor left the room to see Amy sitting at a table outside, sunflowers scattered around her, "I thought I'd brighten things up to thank you for saving us last night."

"Ah!" he smiled.

"I thought you might like, you know, possibly to perhaps paint them or something? Might be a thought."

The Doctor and Professor exchanged a look as they stepped out with a tray of breakfast.

"Yes. They're not my favorite flower."

"YOU don't like sunflowers?"

"No, it's not that I don't like them. I find them complex. Always somewhere between living and dying," he reached out and held one by his window, "Half human as they turn to the sun. A little disgusting. But, you know, they are a challenge."

"And one we're sure you will rise to," the Professor smiled.

"But, moving on, there's something I need to show you," the Doctor called.

~8~

The Doctor handed Vincent the printout of the creature, "That's him," Vincent breathed as he sat down, "And the eyes. Without mercy."

"This is a creature called the Krafayis," the Doctor explained.

"Makes sense," the Professor nodded, throwing away her mental list of invisible aliens and thinking of what she knew about this particular species, there weren't many visual references of them, of course, but there was information known about the species, "They travel in space, they travel as a pack. Scavenging across the Universe."

"Sometimes one of them gets left behind…"

"And because they're a brutal race, the others never come back."

"So, dotted all around the Universe are individual, utterly merciless, utterly abandoned Krafayis. And what they do is...well, kill, until they're killed."

"Which they usually aren't because other creatures can't see them."

Vincent looked between them, before glancing at Amy, "Do they…"

"Do this often?" Amy finished, "Oh yeah."

Vincent shook his head and looked back at them, "But you said others can't see them, I can."

"Yes," the Doctor nodded, moving to sit on a chair, "And that's why we are in a unique position today, my friend, to end this reign of terror. So, feeling like painting the church today?"

"What about the monster?"

"Take my word for it. If you paint it, he will come."

"Ok," he stood, "I'll get my things."

"In your own time," the Professor called.

"We promise you, we'll be out of your hair by this time tomorrow," the Doctor nodded. Vincent paused in the doorway and glanced at Amy before leaving, "This is risky."

"Riskier than normal?" Amy asked.

The Professor moved to check that Vincent had gone before nodding and turning to lean on the door, "This is the middle of Vincent Van Gogh's greatest year of painting," she explained, "And if we're not very careful, the result of our trip could be the brutal murder of the greatest artist who ever lived."

"Half the pictures on the wall of the Musee D'Orsay will disappear," the Doctor sighed, "And it will be our fault."

The Professor just pushed herself off the door, walking over to him, reaching out to run a hand through his hair till he took it, kissing her palm, thankful for her comfort.

~8~

The Doctor knocked on the door to Vincent's bedroom, "Vincent? Vincent!" he pushed it open and frowned, seeing Vincent lying face down on his bed, crying, twisting in pain. He walked over and crouched down, "Vincent, can I help?"

"It's so clear you cannot help," Vincent groaned, "And when you leave, and everyone always leaves, I will be left once more with an empty heart and no hope," he rolled over to look at him.

"My experience is that there is, you know, surprisingly, always hope."

"Then your experience is incomplete. I know how it will end, and it will not end well."

"Come on," he slapped Vincent's back cheerily, "Come out, let's go outside."

"Out! You get out. What are you doing here? What are you doing here?"

The Doctor quickly backed away towards the door, "Very well. We'll leave. I'll leave you," Vincent curled up into a fetal position and sobbed as he turned and closed the door, moving to lean against a railing outside.

"Doctor," the Professor called as she and Amy walked up the stairs towards him.

"What's happening?" Amy frowned as the Professor stepped away from her to put an arm around the Doctor, hugging him tightly, sensing his sorrow.

"We're leaving," he replied, hugging her back just as tight, "Everyone knows he's a delicate man. Just months from now he'll...he'll take his own life."

"Don't say that. Please."

The Professor could only give her a solemn look, before guiding the Doctor down the stairs.

~8~

The Doctor and Professor stood, taking one last look at the paintings as Amy stood behind them, "Come on," the Doctor sighed.

"We have to do this on our own," the Professor nodded.

"Go to the church at the right time and hope the monster still turns up."

A shadow fell across the wall of a man in a coat, wearing a hat. They turned to see Vincent standing there, ready, "I'm ready. Let's go," he picked up a brush.

~8~

The group walked down the road that would lead them to the church. Amy walking next to Vincent, her arm tucked in his as she carried his paint case and canvas, Vincent holding his easel and palette. The Doctor and Professor walked casually behind them.

"I'm sorry you're so sad," Amy told him.

"But I'm not," he smiled, "Sometimes these moods torture me for weeks, for months. But I'm good now. If Amy Pond can soldier on, then so can Vincent Van Gogh."

"I'm not soldiering on. I'm fine."

"Oh, Amy, I hear the song of your sadness. You've lost someone I think."

"I'm not sad."

"Then why are you crying?" Amy put a hand to her cheek and wiped away a tear she hadn't known was falling, "It's alright. I understand."

"I'm not sure I do."

The Doctor and Professor exchanged a glance, knowing the tears were for Rory, "Ok," the Doctor called, "Ok! So, now, we must have a plan. When the creature returns..."

Vincent stopped and turned to face them, "Then we shall fight him again."

"Well, yes. But last night we were lucky. Amy could have been killed. You could have been injured if it wasn't for the Professor's quick thinking. So this time, for a start, we have to make sure I can see him, too."

"And how are we meant to do that, suddenly?" Amy shook her head.

"The answer's in this box," he tapped the case in his hand, "I had an excellent, if smelly, godmother."

They turned to head on, only to see the funeral procession for the village girl heading up the way, sunflowers resting on top of the coffin.

"Oh, no," Vincent breathed, taking off his cap, "It's that poor girl from the village."

"You do have a plan, don't you?" Amy looked at the aliens after the procession had passed.

"No," the Doctor walked off again, "It's a thing. It's like a plan, but with more...greatness."

"Which means, he's going to leave it to me to come up with a brilliant plan on the spot," the Professor joked.

"I know, I know, because I can't think as fast as you," he rolled his eyes playfully.

"I was just going to say you were lazy," she shrugged.

"Oi!"

She just giggled and ran off down the road, him chasing after her, making her squeal in delight as he caught up to her and pulled her off the ground, spinning her around.

"They're very odd," Vicente remarked as he and Amy watched them.

"You have no idea," she agreed.

~8~

Vincent set up his easel outside the church, sitting down and getting ready to paint.

"And you'll be sure to tell us if you see any, you know, monsters," the Doctor told him as he put his hands on Vincent's shoulders, standing behind him.

"Yes," Vincent rolled his eyes, "While I may be mad, I'm not stupid."

"No, quite."

"And, to be honest..." the Professor added, "We're not sure about mad either. Depression is a very complex..."

"Shh," Vincent hushed her, "I'm working."

"Well, yes," the Doctor nodded, "Paint. Do painting!"

~8~

Vincent outlined the top of the church, painting in the sky as the trio watched.

"I remember when we got to watch Michelangelo paint the Sistine Chapel," the Professor remarked in thought as she watched him work.

"Wow!" the Doctor groaned, "What a whiner. I said to him, 'If you're scared of heights, you shouldn't have taken the job.'"

"Shh!" Amy hissed.

~8~

More detail had been added to the church but Vincent had returned his attention to the sky, "And Picasso," the Doctor said, "What a ghastly old goat. I kept telling him, 'Concentrate, Pablo, it's one eye, either side of the face.'"

"And then you got so smashed you thought the eyes were moving," the Professor added as she lay on the ground and looked up at the stars.

"Quiet!" Amy called.

~8~

Amy was watching intently as Vincent painted away, while the Doctor lay on the ground as well, his head resting on the Professor's stomach, her fingers lightly stroking through his hair.

"Is this how time normally passes?" he asked, playing with the fingers of her other hand, "Really slowly. In the right order?" he sighed, getting up and reaching down to help the Professor up as well, "If there's one thing I can't stand, it's an unpunctual alien attack."

"Are you ok?" Amy walked over to them, eyeing the Doctor, "You seem a bit, if I didn't know better, I'd say nervous."

"There's something not right about all this," the Professor explained, "And we're having a difficult time putting our finger on it. Which is  _really_  frustrating by the way."

"There!" Vincent shouted, "He's at the window."

They spun around and ran to his side, "Where?" the Doctor asked.

"There, on the right."

"As I thought. Come on," he turned to the Professor, "We're going in."

"Well, I'm coming, too."

"No," the Professor put a hand on the man's chest, stopping him.

"You're Vincent Van Gogh," the Doctor agreed, "No."

"But you're not armed!" he argued.

"We are."

"What with?"

"Well, I've got my blaster," the Professor pulled it out.

"And I've got overconfidence, this," the Doctor tapped his case, "And a small screwdriver. We're absolutely sorted. Just have to find the right crosactic setting and stun him with it. Sonic never fails!"

"Unless it's facing wood," the Professor added.

"Sonic almost never fails!" he amended, "Anyway, Amy, only one thought, one simple instruction…"

"Do  _not_  follow us under  _any_  circumstances."

The Doctor signaled Vincent to keep an eye on her.

"I won't," she promised, and they turned to head into the church.

They stopped just inside the doors, the Professor keeping her senses open and alert, holding her blaster ready as the Doctor opened the case and strapped on the harness, setting the controls. He gave her a smile and they entered the church.

They walked around slowly, cautiously, both hearing a low growling. The Doctor pulled out the sonic, checking the mirror periodically as they approached the window.

The Doctor frowned, not spotting the Krafayis in the mirror, "Damn."

The Professor looked at him, "He's moved?"

He nodded and she frowned, turning around at the sound of a whoosh only to get knocked in the side and thrown through the air.

"Professor!" the Doctor shouted, running to her side and helping her up, checking the mirror as he did so. He flashed the sonic around as they retreated towards the doors, the Professor's left arm gripping her right side, her ribs stinging.

"Professor!" Amy shouted as she ran in, "Doctor!"

"I thought we told you..." the Doctor started.

"Never mind that," the Professor cut in, "Talk about it later," she grabbed his arm and pulled him towards a confessional, "Quick, in here."

They piled in as Amy got in on the other side, listening as the creature moved around outside.

"Absolutely quiet," the Professor warned them.

"Can you breathe a little quieter, please?" the Doctor asked Amy quietly a moment later.

"No!" she hissed, lifting the curtain on her side to check out, "He's gone past."

"Shh…" the Professor put her finger on her lips.

The Krafayis growled and swiped at Amy's side, making her scream.

"I think he heard us!" the Doctor shouted as the Krafayis turned to swipe on their side.

"That is  _impressive_  hearing he's got," the Professor remarked, truly impressed, as another section of the confessional was ripped out.

"What's less impressive are our chances of survival."

Amy screamed again.

"Hey, are you looking for me, sonny?" Vincent shouted. They peered around the curtains to see Vincent brandishing a chair like a lion tamer, "Come on. Over here. Because I'm right here waiting for you," he jerked the chair out, forcing the creature back and motioning at them, "Come on. Quickly! Get behind me."

They ran out and behind him, the Doctor flashing the sonic, "Doing anything?" they backed away, "Where is he?"

"Where do you think he is, you idiot?" Vincent's gaze focused in one direction, "Use your head."

The Doctor turned in that direction and flashed it again, "Anything?"

"Nothing. In fact, he seemed to rather enjoy it," they backed up, the Doctor ending up more to one side, "Duck!" the Doctor ducked, "Left!" he moved left and got swatted by the creature, hitting a wall a few feet away, "Right, sorry," the Professor ran over, her blaster out as Vincent ran over with Amy, blocking them, "Your right, my left."

"This is no good at all," the Professor stated, trying to help him up while ignoring the pain in her side for now.

"Run like crazy and regroup?" the Doctor suggested.

"Oh, come on, in here!" Amy shouted, spotting a back room. They ran in, trying to push the door closed when Vincent spotted something on the ground. The Professor quickly shot at that area and there was a groan from the creature as the door slammed shut now that the foot wasn't blocking the doorway anymore.

"Right," the Doctor pushed against the door, holding it shut with the others, "Ok. Here's the plan. Professor, Amy, Rory…"

"Who?" Amy looked up.

"Sorry, um, Vincent."

"What is the plan?"

"I don't know, actually. But in future, I'm just using this screwdriver for screwing in screws," he put it away.

"Right," the Professor remarked sarcastically, "And I'll just use my blaster as a squareness gun."

"Give me a second," Vincent backed up and ran off, "I'll be back."

The Doctor looked at the Professor who shrugged, the options that didn't involve killing the alien running thin, "I suppose we could try talking to him?" she suggested.

"Talking to him?" Amy gaped.

"It's worth a shot," she shrugged, "Might be interesting to know his side of the story."

The Doctor turned, pressing his ear against the door, listening to the Krafayis growl, "Yes, though maybe he's not really in the mood for conversation right at this precise moment."

It banged against the door.

"Well, there's no harm in trying," she reasoned.

He nodded to himself, having to agree with that, "Listen!" he called out to the creature, "Listen!" the growling stopped, "I know you can understand me. Even though I know you won't understand why you can understand me. I also know that no one's talked to you for a pretty long stretch, but please...listen. We also don't belong on this planet. We also are alone. If you trust us, I'm sure we can come to some kind of, you know, understanding. And then...and then, who knows?"

The window behind them shattered and the invisible creature jumped inside, roaring, displacing things as it moved about.

"Over here, mate!" Vincent shouted, returning with his easel, holding it up so the staked ends were out like a weapon. The trio ran over to him.

"What's it doing now?" the Professor asked.

"It's moving round the room. Feeling its way around," he moved to stand behind a sarcophagus with Amy while the Doctor hid behind one column on the side of it, the Professor behind another on the other side.

"What?"

"It's like it's trapped. It's moving round the edges of the room."

"I can't see a thing," Amy frowned, squinting.

The Doctor and Professor exchanged a look, their eyes wide as they realized something, "We are  _really_  stupid," the Doctor breathed.

"Oh, get a grip! This is not a moment to reevaluate your self-esteem."

"No, we are really stupid and we're growing old," he moved to join them behind the sarcophagus.

"Why does it attack, but never eat its victims?" the Professor asked, joining them as well.

"And why was it abandoned by its pack and left here to die?"

"Why is it feeling its way helplessly around the walls of the room?"

"It can't see, it's blind. That explains why it has such perfect hearing!"

"Which unfortunately also explains why it is now turning around and heading straight for us!" Vincent shouted. He leapt forward, the ends of the easel up.

"Vincent no!" the Professor shouted.

"Vincent, what's happening?" the Doctor called.

"It's charging now," he moved them back, "Get back. Get back!" he struck forward, impaling the beast on the ends of the easel. The Krafayis bellowed in pain and anger, lifting Vincent up, suspending him above the floor, before dropping him and collapsing. They ran out from the sarcophagus to see the easel still suspended in the air, where the creature's chest was.

"He wasn't without mercy at all," Vincent breathed, standing up and looking at it, "He was without sight. I didn't mean that to happen. I only meant to wound it, I never meant to..."

The Doctor and Professor knelt beside the body, "He's trying to say something," the Professor breathed, reaching out to touch it gently.

"What is it?"

"I'm having trouble making it out," the Doctor shook his head.

"He's saying," the Professor swallowed, "'I'm afraid. I'm afraid.'"

The Doctor reached out and stroked the body as well, "There, there. It's ok. You'll be fine. Shh."

With one final breath, the Krafayis died.

"He was frightened…" Vincent nearly wept, "And he lashed out. Like humans, who lash out when they're frightened. Like the villagers who scream at me. Like the children who throw stones at me."

"Sometimes winning," the Professor frowned, "Isn't a victory at all."

~8~

The small group laid down on a field outside the church, their heads together in a circle as they looked up at the stars. Vincent reached out and took the Professor and Amy's hands while they took the Doctor's.

"Hold my hand," Vincent whispered, "Try to see what I see. We are so lucky we are still alive to see this beautiful world. Look at the sky. It's not dark and black and without character. The black is in fact deep blue," he pointed with the Professor's hand, "And over there, lighter blue," he let go of Amy's to make a sweeping motion, "And blowing through the blueness and the blackness, the wind swirling through the air and then, shining, burning, bursting through…the stars!" they smiled, seeing the stars turn into 'Starry Night' in their imaginations, "Can you see how they roar their light? Everywhere we look, the complex magic of nature blazes before our eyes."

"We've seen many things, my friend," the Doctor told him, "But you're right. Nothing quite as wonderful as the things you see."

Vincent gripped their hands tighter, looking at Amy's hand, "I will miss you terribly."

~8~

"I only wish I had something of real value to give you," Vincent lamented as he stood before the Doctor, Professor, and Amy in his home the next morning.

The Doctor giggled, holding 'Self Portrait with Straw Hat' in his hands, "Oh, no, no. We could never accept such an extraordinary gift."

"Very well," he sighed, "You are not the first to decline the offer," he held out his arms, "Amy, the blessed, the wonderful."

She hugged him tightly, kissing his cheek, "Be good to yourself and be kind to yourself."

"I'll try my best."

"And maybe give the beard a little trim before you next kiss someone," she rubbed her cheek and laughed.

"I will. I will. And if you tire of these two, return, and we will have children by the dozen."

"Eek!"

"Doctor, Professor, my friends," he took their hands, "We have fought monsters together and we have won. On my own, I fear I may not do as well."

They moved in and hugged him tightly, sad because they knew what was coming for him.

~8~

"Are you thinking what we're thinking?" the Professor asked Amy as they walked away from Vincent's cottage.

"I was thinking I may need some food before we leave," she remarked.

"Well, no, you're not thinking exactly what we're thinking," the Doctor remarked.

"Vincent!" the Professor turned to the house. Vincent stuck his head out, shirtless, with a brush in his hand.

"Got something we'd like to show you. Maybe just tidy yourself up a bit first."

~8~

Vincent followed the trio, slightly confused, as they walked through the alley towards the TARDIS.

"Now, you know we've had quite a few chats about the possibility there might be more to life than normal people imagine?" the Doctor asked, stopping short and sighing when he spotted the TARDIS covered in papers.

"Yes…" Vincent answered slowly.

"Well, brace yourself, Vinny," he used the key to slice the crack between the doors and opened them. They stood outside as Vincent stepped in, looking around. He stuck his head out and then examined the exterior, stepping in again.

"How come I'm the crazy one and you lot have stayed sane?" the Doctor laughed, stepping in and snatching off Vincent's hat, tossing it aside and walking over to the console where the Professor had gone, "What do these things all do?" Vincent walked up with Amy.

"Oh, a huge variety of things," the Doctor remarked.

"This one here," the Professor turned a knob, "For instance, plays soothing music."

"While this one makes a huge amount of noise," the Doctor pushed a button and a distorted noise sounded, "And this one makes everything go tonto!" he pulled a lever and everything started to shake, much like the TARDIS did when preparing for dematerialization.

"And this one?" Vincent pointed.

"That's a friction contrafibulator," the Professor smiled.

"And this?"

"That's ketchup," the Doctor pointed, "And that one's mustard."

"Mmm. Nice!" he clapped the Doctor's shoulder, "Come on. Back to the café and you can tell me about all the wonders of the Universe."

"Actually, there's a little something we'd like to show you first," the Professor said, pulling a lever and they were off.

~8~

The trio stepped out of the TARIDS, Amy with her arm in Vincent's as they appeared before the Musee D'Orsay.

"Where are we?" Vincent looked around.

"Paris," the Professor said, "2010 AD."

"And this is the mighty Musee D'Orsay, home to many of the greatest paintings in history," the Doctor gestured at the building.

"Oh, that's wonderful," Vincent smiled before noticing two boys walk past with portable electronics.

"Ignore that."

"We've got something more important to show you," the Professor added, taking the Doctor's hand and they headed off for the museum. They had to stop quite a few times as Vincent became overwhelmed by the grandness of it all. Amy took great pleasure in pulling him past the Monets and Rodins, until they entered the Van Gogh exhibit.

Vincent gasped, seeing  _his_  paintings in a world class museum.

"Dr. Black," the Doctor called, spotting the man, "We met a few days ago. I asked you about the 'Church at Auvers.'"

The Professor waved Amy over and she brought Vincent closer.

"Oh, yes," Black nodded, "Glad to be of help. You were nice about my tie."

"Yes. And today is another cracker if I may say so. But I just wondered, between you and me, in 100 words, where do you think Van Gogh rates in the history of art?"

"Well, big question. But, to me, Van Gogh is the finest painter of them all," Vincent's eyes widened, tearing up, "Certainly, the most popular, great painter of all time, the most beloved. His command of color, the most magnificent. He transformed the pain of his tormented life into ecstatic beauty. Pain is easy to portray, but to use your passion and pain to portray the ecstasy and joy and magnificence of our world, no one had ever done it before. Perhaps no one ever will again. To my mind, that strange, wild man who roamed the fields of Provence was not only the world's greatest artist, but also one of the greatest men who ever lived."

The Professor looked over, seeing Vincent start to cry openly and walked over, "Vincent. We're sorry. Is it too much?" she gave him a comforting hug.

"No," he grinned, "They are tears of joy!" he moved to Black and gave him a Gallic kiss, "Thank you, sir. Thank you!" and hugged him for good measure.

"You're welcome," Black awkwardly patted his back, "You're welcome."

"Sorry about the beard," he added, walking back to the Doctor, Professor, and Amy who led him back out of the exhibit.

~8~

The TARDIS appeared outside an olive garden, Vincent stepping out first, a skip in his step, "This changes everything! I'll step out tomorrow with my easel on my back a different man. I still can't believe that one of the haystacks was in the museum. How embarrassing…"

"It's been a great adventure," the Doctor shook his hand and hugged him.

"And a great honor," the Professor added, doing the same.

"You've turned out to be the first doctor ever to actually make a difference to my life," Vincent remarked.

"I'm delighted," the Doctor grinned.

"We won't ever forget you," the Professor promised as they headed to the TARDIS, waiting in the doorway for Amy.

"And you are sure marriage is out of the question?" Vincent asked her.

"This time," she hugged him, "I'm not really the marrying kind," she kissed his cheek and ran back to the TARDIS, "Come on. Let's go back to the gallery right now!"

~8~

Amy practically bolted from the TARDIS with a big smile on her face, "Time can be rewritten. I know it can. Come on!" she ran into the museum and up the stairs to the exhibit, "Oh, the long life of Vincent Van Gogh. There'll be hundreds of new paintings."

"We're not sure there will," the Doctor warned her quietly as he and the Professor walked behind her, much slower.

"Come on!" she rushed into the exhibit and looked around, only to see the same paintings.

"We have here the last work of Vincent Van Gogh, who committed suicide at only 37," Black was lecturing. Amy closed her eyes in grief, "He is now acknowledged to be one of the foremost artists of all time. If you follow me now..."

"So, you were right," she swallowed hard, turning to them, "No new paintings. We didn't make a difference at all."

"We wouldn't say that," the Professor walked over to her, putting an arm around her, "Every life is a pile of good things and bad things. The good things don't always soften the bad things. But, vice versa, the bad things don't necessarily spoil the good things or make them unimportant."

She, of all people, knew just how true that was.

The Doctor hugged her as well, "And we definitely added to his pile of good things. And if you look carefully..." he led her over to 'Church at Auvers,' "Maybe we did indeed make a couple of little changes."

"No Krafayis," Amy smiled.

"No Krafayis," the Professor nodded, eyeing the painting with a smile.

As they looked, Amy wandered over to the 'Still Life: Vase with Twelve Sunflowers.' They walked over to her, smiling as they saw 'For Amy' just above his signature.

"If we had got married, our kids would have had very,  _very_  red hair," Amy remarked.

"The ultimate ginger," the Doctor teased.

"The ultimate ginge," she nodded, smiling, "Brighter than sunflowers."

~8~

"Ouch," the Professor winced.

"Sorry," the Doctor called, finishing up wrapping her ribs, tying a little knot on the side. She'd been lucky, not having broken any of them, but bruised them and partially sprained them a bit. He dropped a little kiss onto her side as he stepped back, "That ok?"

She sighed and smiled at him, "Yes, thanks," she reached out a hand and tugged him closer, giving him a peck, "Catch me getting caught in the way of a Krafayis attack again."

He smiled and took her hands in his, looking at her pointedly, "Now, no straining activities for a while missy," he pointed a warning finger at her.

She laughed, "I'm well aware," she pushed herself back onto their bed so he could climb onto his side after her. She laid back down and looked up at him as he just sat there, making no move to lay beside her, "What is it?"

A small blush crept up his neck, "I said no straining activities."

"Someone's got a dirty mind," she giggled, teasing him as the blush now spread to his cheeks, "I have no intentions of trying to seduce my husband tonight," she assured him jokingly, "Your virtue is safe. You can lay down without fear of me taking advantage of you."

"Oh ha ha," he rolled his eyes playfully, flopping down onto his back.

A moment later she shimmied closer to him, resting her head on his chest as he wrapped an arm around her, careful of her ribs, his hand lightly running up and down her arm as they lay there.

"You know," she began, "I feel better already."

"Oh?" he looked at her.

She nodded into his chest, closing her eyes, "I always feel better when you're with me," she told him softly, smiling a bit, "My Doctor, making me better."

He laughed lightly at that, "My Professor, making me smarter."

"Not as smart as me though."

"You're lucky your ribs are bruised or I'd be thoroughly tickling you till you took that back right now."

She opend her eyes and looked up at him challengingly, "Well then, once I'm all healed up, we'll have to see about that won't we?"

He leaned down and gave her a kiss, "Yes we will."

"I look forward to it," she nuzzled into his chest and closed her eyes once more, falling alseep to the sound of his hearts beating, a smile on her face.

* * *

**Notes for the Chapter:**

> Wow, this Professor is getting beaten up more than her last two incarnations isn't she? Good thing she's got a Doctor to look after her lol. Just a warning, the more suggestive scenes are probably going to slow down for now, I feel like their little moments then had a bit to do with Amy finally coming to terms with the fact the Doctor wasn't hers and the Doctor and Professor reacting to that. BUT! That will not diminish the flirting and fluff. Gotta say, I really enjoyed writing The Lodger, has a tiny little twist in it.
> 
> So this was the first time I altered the title of the chapter from the original episode. I'm trying to stick to the episode titles, but since the Professor is a part of the series now I felt like I should include her in the title here. (The Doctor's Daughter episode didn't because Jenny was literally the Doctor's Daughter and not the Professor's, similar to how the Next Doctor only had the one man, the next Doctor and no next Professor). This may come into play in other chapters like The Doctor's Wife or The Wedding (or is it?) of River Song, I may change those titles too.


	11. The Lodger

The TARDIS materialized in the middle of a quaint park and the Doctor jumped out, excited, only to pause and look around. He sighed, "No, Amy, it's definitely not the fifth moon of Sinda Callista."

"I told you!" the Professor's voice shouted out from inside the TARDIS, "Hence the genius of the environment check!"

He squinted, "I think I can see a Ryman's…"

Suddenly there was a blast from inside the TARDIS and the Doctor was knocked to the ground.

"Professor! Amy!" he jumped to his feet.

But the TARDIS disappeared.

"Professor!" he shouted, looking at where the TARDIS used to be, "Amy!"

~8~

Inside the TARDIS everything was out of control, the wires sparking, the entire ship jolting, sending them to the ground. The Professor pulled herself up and looked at the monitor, only to see the TARDIS taking off into the Vortex.

"It's taking off again," the Professor's eyes widened, trying to regain control but was unable to.

"Professor what's going on?" Amy shouted, trying to pull herself up.

"Just hold on!"

~8~

"I love you!" a slightly plump man with stubble shouted as he opened the front door to his home.

The Doctor, now wearing an earpiece, smiled as he looked up at him, "Well, that's good, 'cos I'm your new lodger. Do you know," he took the keys on a pink koosh ball key ring out of the man's hand, "This is going to be easier than I expected!"

"But I only just put the advert up today, I didn't put my address," the man shook his head, thinking about the ad he'd put out for a flatmate.

"Well, aren't you lucky I came along? More lucky than you know," he glanced up, "Less of a young professional, that's my wife, I'm more of an ancient amateur, but frankly I'm an absolute dream."

"Hang on, mate, I don't know if I want you staying, and give me back those keys, you can't have those!" he snatched back the pink key ring.

"Yes, quite right. Have some rent," he handed the man a small paper bag of cash, quite a bit of cash actually, "That's probably quite a lot, isn't it? Looks like a lot. Is it a lot? I can never tell, the Professor could," he stepped past the man and into the house, the man, still stunned, closed the door behind him. The lights flickered and the Doctor turned to him, "Don't spend it all on sweets. Unless you like sweets. I like sweets. Ooh, the Professor likes sweets too, loves them, but don't tell her I told you, it's her guilty pleasure," he gave the man two Gallic air kisses, "That's how we greet each other nowadays, isn't it? Well, doesn't really matter, that's how I greet anyone who's not the Professor, but she's a special case. Anyway, I'm the Doctor. Well, they call me the Doctor, I don't know why. I call me the Doctor too. Still don't know why."

"Craig Owens. The Doctor?"

"Yep. My wife's the Professor in case you were wondering."

Craig eyed him, the fact that he had mentioned a wife a few moments ago finally hitting him, " _You're_  married?"

He nodded, glancing at the stairs, "Who lives upstairs?"

"Just some bloke."

"What does he look like?"

"Normal. He's very quiet…" there was a bang above them, "Usually. Sorry, who are you again? Hello?" the Doctor just ignored him and entered the flat, "Excuse me?"

He stopped and stared at the corner of the sitting room where a stain was spreading on the ceiling, "Ah! I suppose that's...dry rot?"

"Or damp. Or mildew."

"Or none of the above."

"I'll get someone to fix it."

"No, I'll fix it. I'm good at fixing rot. Call me the Rotmeister. No," he winced, "The Professor doesn't like that, I'm the Doctor, don't call me the Rotmeister. This is the most beautiful parlor I have ever seen, you're obviously a man of impeccable taste," he moved over and sat on the countertop, "I can stay, Craig, can't I? Say I can."

"You haven't even seen the room."

"The room?"

"Your room."

"My room? Oh, yes, my room, my room. Haven't had a room to myself in ages, haven't really wanted to, don't really like being by myself..." he leaned forward to whisper, "I share with the Professor you see. But ah well, needs must. Take me to my room Craig!"

Craig eyed him oddly a moment before turning and leading him down the hall to a small bedroom, "Yeah, this is Mark's old room, he owns the place, moved out about a month ago. An uncle he'd never even heard of died and left a load of money."

The Doctor walked over and tested the bed, "How very convenient. This'll do just right. In fact..." there was more noise from above, "No time to lose. I'll take it. Ah...you'll want to see my credentials," he pulled out the psychic paper, "There...National Insurance number..." and switched hands behind his back, "NHS number..." and once again, "References..."

"Is that a reference from the Archbishop of Canterbury?"

"I'm his special favorite no matter what the Professor says," he put a finger to his lips, "Are you hungry? I'm hungry."

"I haven't got anything in."

The Doctor shrugged and walked out of the room and into the kitchen, looking through the refrigerator and cabinets with a smile, "You've got everything I need for an omelette fines herbes! Pour deux!" and quickly turned to cook, "Which is lucky for you, I make a mean omlette, better than the Professor, she even admitted it," he grinned widely at that before glancing up a moment later, at a picture on the side of the refrigerator, of Craig and another woman, "So who's the girl on the fridge?"

"My friend. Sophie."

"Girlfriend?"

"A friend who is a girl. There's nothing going on."

"Ah, that's completely normal. Gotta say though never tends to work for me. I mean, I like having friends and friends who are girls, but sometimes they...even with the Professor there and..." he shook his head, "Anyway...go on."

"We met at work about a year ago at the call center."

"Oh, really, a communications exchange? That could be handy."

"Firm's going down though. The bosses are using a totally rubbish business model. I know what they should do, I got a plan all worked out, but I'm just a phone drone, I can't go running in saying I know best…why am I telling you this? I don't even know you."

"I've got one of those faces. People never stop blurting out their plans while I'm around. They tell the Professor things too, but that's more under duress than anything."

"Duress?" Craig raised an eyebrow, a bit wary.

"Oh not anymore," he smiled, "She's much better now."

"Right…" he nodded slowly, "Where's your stuff?"

"Don't worry, it'll materialize, if all goes to plan."

~8~

The Professor sighed as she tried to get the TARDIS to materialize in the park once more, but it was fighting her, well, not really her, but fighting something that wouldn't let her land.

"Oh, which one, which one?" Amy shouted, "Professor which one was it again?"

She looked at the monitor, the numbers escalating as the TARDIS fought off the force, "Never mind just pull that one!" she pointed at the black knobbed lever by Amy's hand.

She did and the TARDIS calmed, if only just a bit.

~8~

Craig fell against the sofa, a smile on his face from the omelette he'd just eaten for dinner as the Doctor sat in a chair beside him.

"Oh, that was incredible!" Craig shook his head, "That was absolutely brilliant. Where did you learn to cook?"

"Paris, in the 18th century. No, hang on, that's not recent, is it? 17th? No, no, no, 20th. Sorry, I'm not used to doing them in the right order, I'm even worse without the Professor to keep me straight…"

"Has anyone ever told you that you're a bit weird?"

"They never really stop," he smiled, "Good thing the Professor likes weird. Ever been to Paris, Craig?"

"Nah, I can't see the point of Paris. I'm not much of a traveler."

"I can tell from your sofa."

"My sofa?"

"You're starting to look like it."

Craig laughed, "Thanks, mate, that's lovely! No, I like it here," he started to fiddle with the pink key ring, "I'd miss it, I'd miss..."

"Those keys?"

"What?"

"You're sort of...fondling them."

"I'm holding them," he set them on the sofa arm.

"Right."

"Anyway..." Craig got up and walked to a table by the door, fishing out another set of keys, "These...these are your keys."

"I can stay?" the Doctor got up and met him halfway across the room.

"Yeah, you're weird and you can cook, it's good enough for me," he held up each key, explaining them, "Right, outdoor, front door, your door."

"My door. My place. My gaff," he took the key, "Ha ha! Yes! Me with a key."

"And listen, Mark and I, we had an arrangement where if you ever need me out of your hair, just give me a shout, ok?" he winked.

The Doctor winked back and then asked, "Why would I want that?"

"In case you want to bring someone round," the Doctor still looked clueless, "Your wife…"

"Oh, she's on a...trip," he waved him off, "Just hanging around till she gets back."

Craig nodded, "Well, if she happens to get back early or something…"

"Oh, then I will," he nodded, "I'll shout if that happens. Yes. Something like...I WAS NOT EXPECTING THIS! By the way, that...the rot," he glanced at it, "I've got the strangest feeling we shouldn't touch it," he gave Craig a meaningful look and left, heading down the hall to his new room. He quickly stepped in and flopped onto the bed, tapping the communicator in his ear. He could probably have just contacted the Professor mentally, but having to be the relay between him and Amy, repeating everything between the two, would make her, anyone really, irritable so they'd decided to go with the comm..

"Earth to Professor Pond, Earth to Professor Pond, come in, Professor Pond."

"Doctor!" Amy shouted, causing feedback, "Oh, sorry! "

"Could you not wreck my new earpiece, Pond?"

" _Professor Pond_ , Doctor?" the Professor came on as well, "Really?"

"How's the TARDIS coping?"

"She's locked in a materialization loop," she sighed, "She's trying to land again but she can't."

"And whatever's stopping her is upstairs in that flat," Amy added, "So go upstairs and sort it!"

"Don't you dare," the Professor countered, "Don't you dare go up there before we figure out what it is we're dealing with."

"I know," he nodded to himself, smiling at her protectiveness as he stood on the bed, "It is vital that this 'man' upstairs doesn't realize who and what I am," he bounced a bit, "So no sonicing. No advanced technology. I can only use this," he tapped the earpiece, "'Cos we're on scramble," he jumped to the floor, "To anyone else hearing this conversation, we're talking absolute gibberish. All I've got to do is pass as an ordinary human being. Simple. What could possibly go wrong?" he put on some sunglasses.

"Well then you've already failed," the Professor stated.

"Why?" he frowned.

"There's no such thing as an ordinary human," he smiled to himself, hearing the smile in her words.

"Too right you are."

"Besides," Amy cut in, "Have you seen you? The two of you are like the poster children for being aliens."

"So you're just going to be snide? No helpful hints?"

"Hmm, well, here's one...bow tie, get rid!"

The Doctor checked himself in the mirror, "Bow ties are cool," he heard the Professor snort as he put some sunglasses in his pocket, "Well then Amy, if I need to be a normal bloke, tell me what normal blokes do."

"They watch telly, they play football, they go down the pub…"

The Doctor wandered over to a book and flipped through it, "I could do those things! I don't, but I could!" there was a crash upstairs, "Hang on. Wait, wait, wait! Professor?" he heard Amy scream over the comm. as the TARDIS made a grinding noise. He looked over at the clocks, seeing the arms spinning around, and looked at his own watch, "Interesting. Localized time loop."

"Ow!" Amy complained as the TARDIS calmed, "What's all that?"

"Time distortion," the Professor answered and he heard her pull a lever.

"Whatever's happening upstairs is still affecting you," the Doctor nodded.

"It's stopped for now," the Professor called, "How about your end?"

"My end's good."

"So, doesn't sound great, but nothing to worry about?" Amy asked, hopeful.

"No, no, no, not really! Just keep the zigzag plotter on full, that'll protect you."

"I've told you time and time again," the Professor sighed, "It's not called the zigzag plot…"

The TARDIS jolted again, cutting her off.

Amy shrieked.

"Amy!" the Professor shouted, "Take two steps to your right and pull the lever!"

The Doctor listened intently, worried and tense, as the grating eased, "Everything alright?"

"For now," the Professor replied.

"Now, I must not use the sonic. I've got work to do, need to pick up a few items."

"Be careful!" the Professor shouted.

He nodded and tapped the earpiece off, heading out.

~8~

The Doctor walked backwards towards the house, pulling a shopping trolley full of odds and ends and junk. A cat meowed in the distance.

"Shh!" he hissed, "Don't get comfortable!" he pulled out the keys and unlocked the front door.

~8~

"Doctor!" Craig called, knocking on the bathroom door as the Doctor took a shower the next morning, singing some sort of Italian opera song.

"Hello?" he called back.

"How long are you going to be in there?"

"Oh, sorry, I like a good soak!" there was a bang above them and Craig said something he couldn't really hear, "What did you say?" silence, "Sorry?" he peeked around the curtain, "What did you say? Craig?" he grabbed a towel but slipped on the bathroom floor getting out. He winced, soap getting into his eyes as he sat up, "No choice...it's sonicing time," he reached out blindly for the sonic in the cup with the toothbrushes and grabbed it, running out of the bathroom, the towel wrapped around his waist. It slipped to the floor, "Oops!" he picked it up and ran off, wrapping it around him securely, and dashed into the hall, aiming the device in his hand up the stairs Craig was coming down, "What happened, what's going on?"

"Is that my toothbrush?" Craig frowned, looking at his electric toothbrush in the Doctor's hand.

"Correct. You spoke to the man upstairs?"

"Yeah."

"What did he look like?"

"More normal than you do at the moment, mate. What are you doing?"

"I thought you might be in trouble."

"Thanks," he laughed, "Well if I ever am, you can come and save me with my toothbrush."

The phone rang from inside and Craig moved to answer it. The Doctor cautiously started climbing up the stairs when the door behind him opened.

"Ooh!" a woman gasped. He turned around to see the woman from the refrigerator standing there, "Hello?"

"Ah! Hello! The Doctor," he moved downstairs, "Right. You must be Sophie."

"Mhmm," he gave her a Gallic air kiss, "Oh...oh!"

He glanced upstairs once more before turning and entering the flat, a surprised Sophie behind him.

"No, Dom's in Malta, there's nobody around," Craig was saying into the kitchen phone as the Doctor entered, "Hang on a sec," he turned to him, pressing the phone to his shoulder, "We've got a match today, pub league, we're one down if you fancy it?"

"Pub league?" he frowned, "A drinking competition? The Professor isn't very fond of me drinking, at least not since a slight incident at my graduation party..."

"No...football...play football?"

"Football. Football! Yes, blokes play football! I'm good at football, I think."

"You've saved my life!" he patted him on the cheek and picked up the phone again, "I've got somebody. Alright, see you down there. Hey, Soph."

"Hey," she smiled, glancing at the Doctor as he moved to the fridge and pulled out a container of milk, "I thought I'd come early and meet your new flatmate."

"Do you play, Sophie?" the Doctor asked, drinking from the carton.

"No, Soph just stands on the sidelines, she's my mascot," Craig smiled.

"I'm your mascot?" Sophie raised an eyebrow at him, " _Mascot?_ "

"Well, not my mascot, it's a football match, I can't take a date."

"I didn't say I was your date."

"Neither did I."

They stood there in an awkward silence before the Doctor spoke again, "Better get dressed," he handed Craig the toothbrush back and headed into his room.

"Oh, the spare kit's just in the bottom drawer," Craig called.

"Bit of a mess," he muttered, closing the bedroom door as he entered only to open it a few moments later to look at Sophie, "You unlocked the door. How did you do that? Those are your keys," he nodded to the pink key ring in her hands, "You must have left them last time you came here."

"Yeah, but I..." Sophie frowned, "How do you know these are my keys?"

"I've been holding them," Craig admitted.

"I've got another set," she held up the second pair.

"You've got two sets of keys to someone else's house?" the Doctor asked.

"Yeah."

"I see! You must like it here too," he smiled at them before closing the door.

~8~

"So I'm going out," the Doctor said into the comm. as he put on his uniform, "If I hang about the house all the time, him upstairs might get suspicious, notice me."

"Football, ok, well done, that  _is_  normal," Amy agreed.

"Yeah, football, all outdoorsy. Now, football's the one with the sticks, isn't it?"

"Imagine Yertzu," the Professor cut in, "But with only one ball and no antigravity devices or walls around the field."

"Ah," he smiled, thinking of the reference to one of the games adopted on Gallifrey from a neighboring planet. It was played with three balls, two teams, arms and hands were the only body parts not allowed contact with the balls as you tried to kick it past the opposing team and into their goal station, it implemented angles and mathematics to bounce the ball off the walls and past the defenses, along with some antigravity devices that only allowed for higher jumps. If that's what football was like…it should be much easier than Yertzu.

~8~

The Doctor walked with Craig and Sophie through the park towards the field, wearing his uniform and tweed coat.

"What are you actually called, what's your proper name?" Craig asked.

"Just call me the Doctor," he replied.

"Yeah," Sophie laughed.

"I can't say to these guys, 'Hey, this is my new flatmate, he's called the Doctor,'" Craig stated.

"Why not?" the Doctor frowned.

"'Cos it's weird."

"Does that mean calling the Professor 'the Professor' is weird as well?"

"Who's the Professor?" Sophie asked, recalling he'd mentioned that person a few times since she'd met him.

The Doctor smiled, "My wife."

Her eyes widened, "You're married?"

He nodded.

"Alright, Craig!" a young black man called, spotting them and walking over, wearing the same blue uniform as Craig and the Doctor, "Soph. Alright, mate."

The Doctor shook the man's hand, "Hello, I'm Craig's new flatmate," he gave him a Gallic air kiss, "I'm called the Doctor."

"Alright, Doctor," the man laughed, "I'm Sean. Where are you strongest?"

"Arms."

"No, he means, what position?" Craig shook his head, "On the field?"

"Not sure. The front? The side? Below?"

"Are you any good though?" Sean frowned, growing worried.

He spun the ball on his fingertips, "Let's find out!" and kicked it out onto the field, following after it.

~8~

The Doctor had been surprisingly good, amazing in fact. He dominated the field, intercepting passes, scoring goals, even stealing a few penalty kicks as well. Eventually the entire crowd that had gathered was cheering for him as he won the game.

The team moved to gather around a bench, having a few celebratory drinks for the victory they had achieved thanks to the Doctor.

"You are  _so_  on the team!" Sean grinned at him, "Next week we've got the Crown and Anchor, we'll annihilate them!"

"No violence," the Doctor turned on him, suddenly all too serious, "Not while I'm around, not today, not ever. I'm the Doctor, the Oncoming Storm and...you meant beat them in a football match, didn't you?"

"Yeah..."

"Lovely, what sort of time? Maybe the Professor will be back by then and can come."

"Who's the Professor?" one of the other men asked.

"My wife," he grinned.

"Your wife?" Sean gaped, "You're married?"

He tilted his head, "Why does everyone keep asking that?"

Craig sniggered a bit and moved to open his can when it spilled all over him, everyone laughed at that…but then it kept happening, over and over.

The Doctor looked around and dashed off a few feet, tapping his comm., "Professor? Amy?" he could hear the TARDIS shaking and grinding again.

"It's happening again!" the Professor grunted.

"Worse!" Amy added.

"What does the scanner say?" he asked.

"A lot of nines," the Professor called.

"Is it good that they're nines?" Amy asked, whether to him or the Professor he didn't know, "Tell me it's good that they're all nines!"

"Yes, yes, it's...it's good," he lied quickly, "Zigzag plotter, zigzag plotter, Amy!"

"Other lever!" the Professor shouted before Amy screamed and the Professor groaned, he could hear them being flung about. He winced, knowing the Professor's ribs still needed a bit more time to heal properly.

"Professor?" he called after a moment, "Amy? Are you there? Are you alright?"

"Yes," the Professor said a moment later, "She's calmed down.

"Hello," Amy added.

"Ah, thank heavens," he breathed, his hearts still racing, "I thought the TARDIS had been flung out of the Vortex with you inside it…lost forever."

"You mean that could actually happen?" Amy gasped, "We've got to get out of here!"

"Don't worry Amy," the Professor reassured her, "I can manage the TARDIS well enough till we figure out what's going on."

"How are the numbers?" the Doctor asked.

"All fives," Amy reported.

"Fives?" he glanced over to see the time loop had ended, "Better."

"But not by much," the Professor muttered.

He nodded to himself, "Still, it means the effect's almost unbelievably powerful and dangerous, but don't worry. Hang on, ok? I'll get you and Amy out," he added, more to the Professor, "I promise."

"I know you will," she told him softly, he could hear the smile in her voice.

He nodded to himself, determined, "I've got some rewiring to do."

"Don't blow up the house in the process," the Professor warned.

He winced, "That only happened once!"

~8~

The Doctor opened the door to his room, an orange traffic cone under his arm, as Craig knocked on the door, "Hello, flatmate," he grinned.

"Hey, man. Listen, Sophie's coming round tonight and I was wondering if you could give us some space?"

"Oh, don't mind me. You won't even know I'm here," there was a loud bang above them and he looked up, "That's the idea," he closed the door and ran back, grinning at his creation, "Yes, perfect! What a beauty!"

~8~

"Where's this going?" the Doctor heard Sophie ask as he crept into the sitting room where Craig and Sophie were, he just had to ask a quick question and then he'd be out of their hair.

"I think that we..." Craig began, he and Sophie leaning towards one another, "Should..."

"Hello!" he popped up, smiling at them, wires hanging around his neck.

"What?"

"Whoops, sorry, don't worry, I wasn't listening, in a world of my own down there."

"I thought you were going out?"

"Just reconnecting all the electrics, it's a real mess. Don't worry though, I promised the Professor I wouldn't blow up the house so…where's the on switch for this?" he held up an average screwdriver.

"He really is on his way out," Craig told Sophie.

"No, I don't mind, if you don't mind," Sophie grinned.

"I don't mind, why would I mind?" Craig asked sarcastically, upset.

Sophie, having missed that, turned to the Doctor, "Then stay, have a drink with us."

"What, do I have to stay now?" the Doctor frowned, confused.

"Do you want to stay?" Craig asked.

"I don't mind."

"Ok!" Sophie beamed.

"Great!" Craig sighed.

~8~

The Doctor was sitting on a sofa chair, working on the wires, while Sophie and Craig sat on the sofa, sipping wine.

"'Cos life can seem pointless, Doctor," Sophie sighed, "Work, weekend, work, weekend. And there's six billion people on the planet doing pretty much the same."

"Six billion people?" the Doctor eyed them, "Watching you two at work, I'm starting to wonder where they all come from."

"What? What do you mean by that?"

"So, the call center," he covered, "That's no good? What do you really want to do?"

"Don't laugh. I only ever told Craig about it. I want to work looking after animals. Maybe abroad? I saw this orangutan sanctuary on telly."

"What's stopping you?"

"She can't, you need loads of qualifications," Craig remarked.

"Yeah, true," Sophie nodded, "Plus it's scary, everyone I know lives round here. Craig got offered a job in London, better money, didn't take it."

"What's wrong with staying here? I can't see the point of London."

"Well, perhaps that's you, then," the Doctor shrugged, "Perhaps you'll just have to stay here, secure and a little bit miserable until the day you drop. Better than trying and failing, eh?"

"You think I'd fail?" Sophie frowned.

"Everybody's got dreams, Sophie, very few are going to achieve them, so why pretend?" he sipped some wine and then spit it out, back into his glass, disgusted, "Perhaps, in the whole Universe, a call center is where you should be?"

"Why are you saying that? That's horrible."

"Is it true?"

"Of course it's not true. I'm not staying in a call center all my life, I can do anything I want!" the Doctor smiled, "Oh!" Sophie gasped, "Yeah! Right!" she bumped her fist with him and turned to Craig, "Oh, my God! Did you see what he just did?"

"No, what's happening?" Craig shook his head, "Are you going to live with monkeys now?"

"It's a big old world, Sophie," the Doctor remarked, "Work out what's really keeping you here, eh?"

"I don't know," she sighed, "Dunno."

"But also," he added, "Think  _very_  carefully of what you're leaving behind, 'cos sometimes…" he trailed off a bit in thought, "Sometimes it can be the best thing that'll ever happen to you and if you leave, you'll spend every moment of forever wishing for another chance."

Sophie looked at him intently, thinking on his words, frowning as she heard a pain behind his voice, but then…he started to smile as though he himself had gotten that second chance, though she had no idea just how right she was.

~8~

The Doctor smiled as he looked at the large, ungainly device he'd created from the bits and pieces he'd collected. It was set up on the bed frame and spun around wobbly, nearly whacking him as it turned.

"Right," he tapped his earpiece, "Shield's up. Let's scan!"

"What are you getting?" the Professor asked.

He looked over at a digital clock, reading it, "Upstairs. No traces of high technology. Totally normal. No, no, no, no, it can't be! It's too normal."

"Only for you could too normal be a problem," Amy remarked, "You said we could be lost forever. Just go upstairs."

"Without knowing what he's facing and get himself killed?" the Professor remarked, "No. The only one allowed to kill him is me."

"Thanks dear," the Doctor laughed, before shaking his head at the device, "If I could just get a  _look_  in there...hold on," he reached out and stopped the device spinning, "Use the data bank, get…"

"The plans of the building?" the Professor asked, "The history, the layout, everything?" he blinked, "Already on it," he could hear the smirk in her voice. He should have known, she'd always been fond of looking up the layouts of the places they landed in.

"Good, in the meanwhile, I shall recruit a spy," he grinned.

~8~

The Doctor walked into the flat later on the next day, and what a day it had been! First he'd found Craig nearly dead having touched the stain and been poisoned. Then he'd gone to Craig's work, filling in for him during the planning meeting, only for Craig to rush in later on. He felt a bit bad that Craig had been so out of the loop, he hadn't even known Sophie had managed to find a wildlife organization that would hire her to start small with them. But…he'd gotten to work in an office! A real office, first day on the job, on any job really. It had been a wonderful experience.

Just then he noticed a cat coming down the stairs from the upper level, meowing.

"Have you been upstairs?" he asked it, the cat meowing again, "Yes?" and another deep throaty one. He picked it up and moved to sit on the stairs, petting it, "You can do it. Show me what's up there? What's behind that door? Try to show me. Oh, that doesn't make sense! Ever see anyone go up there? Lots of people? Good, good. What kind of people? People who never come back down. That's very bad," he heard the door open and looked up as Craig stepped in, "Oh, hello!"

"I can't take this anymore!" Craig shouted, "I want you to go!" he turned and stormed back into the flat, the Doctor following, confused. He grabbed the paper bag of money and thrust it back to him, "You can have this back and all."

"What have I done?"

"For a start, talking to a cat."

The Doctor tossed the bag over his shoulder, "Lots of people talk to cats. The Professor does, she loves cats, don't know why, I'm much more of a dog person myself but..."

"Everybody loves you," Craig cut in, getting frustrated with the Doctor's ramblings, "You're better at football than me, and my job, and now Sophie's all 'Oh, monkeys, monkeys!' and then..." he turned and strode down the hall to the Doctor's room and threw the door open, "There's that!"

"It's art!" the Doctor rushed in, standing in front of the spinning device, "A statement on modern society, 'Ooh, ain't modern society awful?'" he stopped it spinning.

"Me and you, it's not gonna work out. You've been here three days, the three weirdest days of my life."

"Your days will get a lot weirder if I go!"

"I thought it was good weird, but it's not, it's bad weird! I can't do this anymore!"

"I can't leave this place. I'm like you, I can't see the point of anywhere else. Madrid, hah, what a dump! I have to stay."

"No, you don't, you have to leave!"

"I can't go!"

"Just get out!" he moved to push the Doctor but he just grabbed Craig by the lapels.

"Right! Only way! I'm going to show you something, but shh, really, shh! Oh, I am going to regret this. Ok, right...first, general background!" he head butted Craig, falling back and grabbing his head in pain as did Craig as he saw the Doctor's past.

He gasped, pointing at the Doctor, "You're a..."

"Yes."

"From..." he pointed up.

"Shh."

"You've got a TARDIS!"

"Yes. Shh!" he motioned to his face, "Eleventh! Right...ok, specific detail!" he head butted him again, showing why he was there in the first place, finding notes from Amy for him to follow, leading him there.

"You saw my ad in the paper shop window."

"Yes, with this right above it," he showed Craig the note Amy had written, "Which is odd, because Amy hasn't written it yet. Time travel, it CAN happen."

"That's a scanner!" he pointed to the device on the bed, "You used non-technological technology of Lammasteen."

The Doctor clapped a hand over Craig's mouth, "Shut up!" and then grabbed his head, "Argh! I am never, ever doing that ever, ever again..." he tapped the earpiece.

"Doctor!" the Professor shouted over it, just knowing something had happened, "What did you do this time?"

"Basic memory sharing," he replied, "It's fine."

"That's the Professor!" Craig gasped, "Your Bonded!"

"Doctor?" Amy asked, "What's going on?"

"That's Amy Pond!"

"Oh, of course, you can understand us  _now_ , hurrah," the Doctor rolled his eyes, "Got those plans yet?"

"Still searching for them!" the Professor sighed, whatever was upstairs was creating quite a bit of interference.

"I've worked it out with psychic help from a cat."

"Cat?" Amy asked.

"See not  _all_  cats are evil!" the Professor called, triumphant.

"Yes, yes," he nodded, "I know. Anyway, he's got a time engine in the flat upstairs. He's using innocent people to try and launch it. Whenever he does, they get burnt up, hence the stain..."

"From the ceiling?" Craig frowned.

"Well done, Craig. And you two nearly get thrown off into the Vortex. "

"Lovely!" Amy groaned.

"Doctor it's starting again," the Professor warned just as a loud crash came from above them.

"People are dying up there?" Craig gasped, before getting caught in the loop, "People are dying. People are dying."

"Professor!" he shouted, "Amy!" he listened intently as they were thrown around.

"They're being killed!" the loop broke and Craig turned to him.

"Someone's up there," the Doctor realized, running out of the room followed by Craig, running up the stairs.

"Doctor!" Amy called.

"Hang on! Craig, come on...someone's dying up there."

"It's Sophie!" Craig shouted, seeing her keys hanging in the door lock, "It's Sophie that's dying up there, it's Sophie!"

"Doctor!" the Professor shouted "Stop!"

The Doctor reached the door at the top of the stairs and soniced the lock as Craig called, "Where's Sophie?"

"Wait, wait!" he hushed, "Professor?"

"Are you upstairs?" Amy asked.

"Just going in!"

"But you can't be upstairs," the Professor told him.

"Of course I can be upstairs!"

"Come on!" Craig urged him.

"No!" the Professor reported, "We've got the plans, you can't be upstairs, it's a one-story building."

"There is no upstairs!" Amy added.

The Doctor and Craig looked at each other before the sonic beeped and the lock broke. They shoved their way into the flat, spotting a large empty, disused space, with a small control panel in the center of the room composed of four small panels with an orb on each panel, six large claw-like supports around it.

"What?" Craig breathed.

"What?" the Doctor agreed as they walked in, "Oh. Oh, of course! The time engine isn't IN the flat, the time engine IS the flat! Someone's attempt to build a TARDIS."

"No, there's always been an upstairs."

"Has there? Think about it!"

"Yes. No. I don't..."

"Perception filter. It's more than a disguise. It tricks your memory."

Sophie screamed as she was pulled from the corner of the room towards the controls, electricity crackling out from one of the orbs to her hand, pulling her in.

"Sophie!" Craig ran to her, "Sophie! Oh, my God, Sophie!" he grabbed her, trying to pull her back.

"Craig!" the Doctor told him, "It's controlling her. It's willing her to touch the activator."

"It's not going to have her!"

The Doctor turned to the panel, using the sonic on it as Sophie touched it, screaming, "Ah! Deadlock seal!"

"You've got to do something!"

The device suddenly let her go and she fell back into Craig.

"What? Why's it let her go?" he looked around, spotting the dried up skeleton of the previous victim, when a hologram of an old man appeared in the center of the room.

"You will help me," it stated.

"Right! Stop! Crashed ship, let's see. Hello, I'm Captain Troy Handsome of International Rescue. Please state the nature of your emergency."

"The ship has crashed. The crew are dead. A pilot is required."

"You're the emergency crash program. A hologram. You've been luring people up here so you can try them out," he soniced the hologram and it changed to a little girl, a younger man, and then the old man who first greeted them.

"You will help me, you will help me, you will help me."

"Craig!" Sophie gasped awake, "Where am I?"

"Hush!" the Doctor snapped, turning back to the hologram, "Human brains aren't strong enough, they just burn. You're stupid, aren't you? You just keep trying."

"17 people have been tried," it reported, "6,000,400,026 remain."

"Seriously, what is going on?" Sophie stood.

"Oh, for goodness sake," the Doctor looked at her, "The top floor of Craig's building is, in reality, an alien spaceship intent on slaughtering the population of this planet. Any questions? No? Good."

"Yes, I have questions."

"The correct pilot has now been found," the hologram stated.

"Yes, I was worried you'd say that," the Doctor sighed.

"He means the Doctor doesn't he?" Amy asked over the comm. to the Professor.

"Unfortunately yes," she answered.

Fingers of energy shot out from the orb nearest him and began to pull the Doctor in, "The correct pilot has been found," the hologram repeated, "The correct pilot has been found."

"What's happening?" Amy gasped as the TARDIS shook.

"It's pulling him in," the Professor replied.

"I'm the new pilot!" the Doctor struggled to resist.

"Could he do it?" Amy asked, "Could he fly the ship safely?"

"No, he's too much for that ship to handle. His hand touches that panel, the planet doesn't blow up, the whole solar system does."

"Oi!" the Doctor snapped, "You know I am still here!" he pulled back, halting his hand inches above the glowing panel.

"The correct pilot has been found."

"No...worst choice ever, I promise you. Stop this!"

"Professor" Amy shrieked, "It's getting worse."

"I know!" she shouted, grunting as she tried to pilot the TARDIS.

The Doctor's mind raced, trying to think of a way to stop the program and save the Professor and Amy, and then it hit him, "It doesn't want everyone. Craig it didn't want you!"

"I spoke to him and he said I couldn't help him!" Craig nodded.

"It didn't want Sophie before but now it does. Why? What's changed?" he groaned in pain, realizing, "No! I gave her the idea of leaving! It's a machine that needs to leave, it wants people who want to escape! And you don't want to leave, Craig, you're Mr. Sofa Man. Craig, you can shut down the engine. Put your hand on the panel and concentrate on why you want to stay!"

"Craig, no!" Sophie gasped.

"Will it work?" Craig looked at him.

"Yes!" he shouted.

"Are you sure?"

"Yes!"

"Is that a lie?"

"Of course, it's a lie!"

"It's good enough for me. Geronimo!" he slapped his hand onto the panel and screamed as the energy coursed through him, the ship releasing the Doctor.

"Craig!" Sophie shrieked.

The Doctor ran over to him, "Craig, what's keeping you here? Think about everything that makes you want to stay here! Why don't you want to leave?" he slapped him.

"Sophie!" he shouted, "And I don't want to leave Sophie! I can't leave Sophie! I love Sophie!"

"I love you, too, Craig, you idiot!" Sophie strode over and slapped her hand down on the panel with Craig's, causing the ship to start to smoke and spark.

"Honestly, do you mean that?"

"Of course I mean it! Do you mean it?"

"I've always meant it. Seriously though, do you mean it?"

"Yes."

"But what about the monkeys?"

"Oh, not now, not again!" the Doctor cut in, "Craig, the planet's about to burn! For God's sake, kiss the girl!"

"Kiss the girl!" Amy and the Professor shouted.

Craig and Sophie kissed, their hands sliding off the panel as it shorted out.

"Doctor!" the Professor laughed as he heard the TARDIS calm down.

"You've done it!" Amy cheered, "Ah ha, you've done it!"

"Just zeros!" the Professor reported, "Now it's minus ones, minus twos, minus threes..."

"Big yes!"

"Help me," the hologram started to shift through its phases, "Help me. Help me. Help me."

"Big no!" the Doctor's eyes widened.

"Help me. Help me. Help me. Help me. Help me. Help me. Help me. Help me."

"Did we switch it off?" Craig pulled away from Sophie and looked over at him.

"Emergency shutdown," he shouted, "It's imploding, everybody out, out, out!"

"Help me. Help me. Help me. Help me."

Craig, Sophie, and the Doctor ran out of the ship and down the stairs, out of the house as it began to shake. They ran across the street and turned to look back, watching as the perception filter disappeared to reveal the ship. Moments later it disappeared as well, blinking out. Neighbors just strolled by, not even noticing.

"Look at them," Craig remarked, "Didn't they see that? The whole top floor just vanished."

"Perception filter," the Doctor smirked, "There never was a top floor."

~8~

The Doctor paused by the sitting room to look in, seeing Craig and Sophie kissing on the sofa, before smiling and moving to leave, gently placing the keys on the side table.

"Oi!" Craig called as he and Sophie walked over to him, making him turn back to them.

"What, you're trying to sneak off?" Sophie asked.

"That's the Doctor for you," a voice replied.

Craig and Sophie looked over at the door, Craig recognizing the girl standing there as the Professor.

She smiled and walked over, "Hello," she shook their hands, "I'm the Professor," Sophie's eyes widened as she met the infamous Doctor's wife, "I just wanted to thank you for keeping an eye on him for me…"

"They weren't my babysitters," the Doctor rolled his eyes but put his arm around her shoulder.

"Please," she leaned into him, missing him, "Watching over you is a fulltime job," she smirked, giving him a peck, "I just happen to do it while being your wife as well, kill two birds with one stone."

He pouted, "I'm not THAT bad."

She smiled, "Just think, it means I get to spend every moment I can with you."

He pondered that a moment, "Ok, perhaps I AM that bad."

She laughed and shook her head, turning back to the stunned couple before her, "But seriously though, thank you."

"And thank you," Craig nodded, "The both of you," he walked over to the side table and picked up the Doctor's keys, holding them out to him, "I want you to keep these."

"Thank you," he took them, "'Cos I might pop back soon, have another little stay."

"Better bring me next time," the Professor nudged him.

Craig laughed, "But you won't pop back. I've been in your head, remember? But I still want you to keep them."

"Thank you, Craig," he nodded.

"Thank you, Doctor," Craig countered.

"Sophie."

"6,000,400,026 people in the world," the Professor looked at them, taking the Doctor's hand, "That's the number to beat."

"Yeah," Sophie laughed.

The Doctor gave the Professor's hand a squeeze, smiling at the couple before heading out the door. As soon as it shut behind them, he pulled the Professor into a kiss, very happy to have her in his arms again and out of danger. The Professor pulled away, beaming at him, as she took his hand and pulled him off.

~8~

"Back in time!" the Doctor cheered as he set the TARDIS controls with the Professor, looking at Amy, "You need to go to the paper shop, leave that note for me."

"Right little matchmaker, aren't you?" Amy laughed, "Can't you find me a fella?"

"Oh, rectifier's playing up again..." the Professor mumbled, checking the settings, "Hold on…" she turned and headed down the stairs to check under the console.

"You write the note and I'll change that will," the Doctor called to Amy, walking off to the upper level.

"You got a pen?" Amy asked.

"Make sure it's a red pen!"

Amy rolled her eyes and moved to search the Doctor's jacket pockets, only to pull out a small box with an engagement ring inside it. She opened it, staring at it with a frown on her face.

The Professor looked up through the floor, hearing Amy grow silent, and watched as she stared at the familiar ring inside.

* * *

**Notes for the Chapter:**

> I sort of felt like the Professor had been getting a bit of spotlight during this story so I thought a nice, semi-Professor-lite chapter would be refreshing. But with how flirty she and the Doctor are, I couldn't help but throw in the references to her. It's like the Doctor said at the beginning of The Vampires of Venice, she's all he really thinks about so she would be on his mind even more when she's not there :)
> 
> And wow! I can't believe this story will be over in only 4 chapters! And then we get Series 6, who River Song is, and the game changing decision!


	12. The Pandorica Opens

"Vavoom!" the Doctor shouted as he poked his head down beneath the glass floor, hanging upside down, as he looked at Amy, sitting in the harness as she jerked up, shocked.

"Va-what?" she frowned.

He picked himself back up and ran to the console, he and the Professor dancing around it, flicking switches and turning knobs as she joined them.

"I can't believe I've never thought of this before," he shook his head as he made his way to the Professor, "Leave it to you to come up with it," he kissed the side of her head, "It's genius."

The Professor laughed and pulled a lever, "Landed!"

"Come on!" the Doctor cheered, taking her hand and rushing for the door.

"Where are we?" Amy asked, following them.

"Planet One," the Professor explained, "The oldest planet in the Universe. There's a cliff of pure diamond and, according to legend, on the cliff there's writing, letters 50 feet high, a message from the dawn of time.

"And no one knows what it says," the Doctor nearly bounced up and down in excitement, "'Cos no one's ever translated it. Till today."

"What happens today?" Amy laughed.

"Us!"

"The TARDIS can translate anything," the Professor reminded her, quite excited as well, "All we have to do is open the doors and read the very first words in recorded history."

The Doctor grinned and threw the doors open, stepping outside and onto a tropical looking planet with large mushrooms scattered in the tall grass around them. They stopped short, looking up at the cliff face and the message written there.

'HELLO SWEETUMS' with a few symbols below it.

"Sweetums?" Amy raised an eyebrow.

"That's me," the Professor sighed.

The Doctor looked at her, thinking about the message on the Home Box, "So…she wants your help this time?"

"I think she just alternates," she remarked, shaking her head, "I can't believe she did that!"

Amy smirked, "Vavoom!"

~8~

The TARDIS materialized on a hill, the trio stepping out. Amy squinted, looking around, "Right place?"

"Just followed the coordinates on the cliff face," the Professor nodded.

"Earth," the Doctor agreed, "Britain," he checked his watch, "1:02am. No, pm…" he stopped, "No…AD."

They looked out at a large Roman encampment.

"That's a Roman Legion," Amy smiled.

"The Romans invaded Britain several times during this period," the Professor remarked.

"Oh, I know. My favorite topic at school. 'Invasion of the Hot Italians.' Yeah, I did get marked down for the title."

A breathless Roman soldier ran up to them, saluting with a fist to his chest, "Hail, Caesar!" he knelt down.

"Hi…" the Doctor glanced at the Professor curiously, she could only shrug.

"Welcome to Britain. We are honored by your presence and that of your Tesserarius."

"Well, you're only human. Arise...Roman person."

"What's a Tesserarius?" Amy whispered.

The Professor shook her head, "Basically the Roman version of a sergeant."

"Right…and why does he think you're Caesar and a sergeant?"

The soldier stood and revealed a smudge of lipstick on his face, "Cleopatra will see you now," and with that, he turned and walked off, leaving them to follow him to the encampment, right over to a tent. They stepped in to see River Song, dressed as Cleopatra, being waited on by two servants.

"Hello, sweetums," River smiled at the Professor, getting up to hug her, before nodding at the Doctor, "Sweetie."

"River!" Amy smiled, "Hi."

"You graffitied the oldest cliff face in the Universe," the Doctor mock glared at her.

"You wouldn't answer your phone," she clapped her hands and the servants left. She walked over to the seat and pulled out a scrolled canvas, handing it to him.

"What's this?"

"It's a painting. Your friend Vincent," he snatched it from her and began to unroll it, "One of his final works. He had visions, didn't he? I thought you ought to know about this one."

"Doctor?" Amy frowned, seeing him stiffen and look at the paper in shock, the Professor's eyes wide beside him, "Professor? What is it?" she walked over, only to see a picture of the TARDIS exploding, "Why's it exploding?"

The Doctor moved and put the picture on the table set up before him, all of them gathered around, looking at it.

"I assume it's some kind of warning," River remarked.

The Doctor moved backwards, plopping down into a chair, the Professor moving over to stand beside him, her hand on his shoulder, offering what comfort she could. Both of them were shocked and a bit concerned about what the painting could mean.

"Something's going to happen to the TARDIS?" Amy asked.

"It might not be that literal," River shook her head, "Anyway this is where he wanted you. Date and map reference on the door sign, see?"

"Does it have a title?" the Professor asked, hoping for more clues.

"The Pandorica Opens."

"The Pandorica?" Amy shook her head, "What is it?"

"A box," the Professor rubbed her forehead, this was not good, "A cage. A prison. It was built to contain the most feared thing in all the Universe."

The Doctor stood and started to pace, "And it's a fairy tale, a legend. It can't be real."

"If it is real, it's here and it's opening," River told them, "And it's got something to do with your TARDIS exploding," the Doctor turned and pulled out some maps of the area from a nearby vase, "Hidden, obviously. Buried for centuries. You won't find it on a map."

"No," he agreed.

"But if you hide a weapon you need to be able to find it again," the Professor reasoned.

He nodded, "Bury the most dangerous thing in the Universe, you'd want to remember where you put it."

~8~

The quartet raced up a hill on horseback, straight for Stonehenge, hopping off their horses and rushing to the center of it. The Doctor soniced the stones lying on the ground while the Professor rested a hand on the ones standing up. River pulled out a scanner and typed some commands into it.

"How come it's not new?" Amy frowned, looking around.

"Because it's already old," River shrugged.

"It's been here thousands of years already," the Professor nodded.

"No one knows exactly how long."

"Well no one human."

"Ok…" Amy trailed, seeing a similarity forming in the conversation between River and the Professor, much like when the Professor and the Doctor spoke, "This Pandorica thing. Last time we saw you, you warned us about it, after we climbed out of the  _Byzantium_."

"Spoilers!" River put a finger to her lips.

"No, but you told the Doctor and Professor that you'd see them again when the Pandorica opens."

"Maybe I did. But I haven't yet. But I will have."

"Oh my God, you're just like him!" the Professor pointed at the Doctor, "You speak Doctor!"

River laughed at that and shook her head, "Wait till I start speaking Professor then things get truly frightening."

The Professor eyed the woman a moment. She must have spent quite a bit of time with the both of them if she was able to understand them more than half the time. She'd seen River easily keep up with them during their conversations, and the way she acted around them, so comfortable, she had to have been around them for a good long while. When, though, she wasn't sure.

River's scanner beeped and she looked down at it, "I'm picking up fry particles everywhere. Energy weapons discharged on this site."

The Doctor jumped onto a large stone, "If the Pandorica is here, it contains the mightiest warrior in history."

"Half the galaxy would want a piece of that," the Professor sighed, walking over to him.

"Maybe even fight over it."

"Oh they would  _definitely_  fight over it."

The Doctor smiled a bit and jumped off the rock, taking her hand, "But they'd have to get past you first wouldn't they?"

"Oh yes," she laughed before she hummed in thought, "I wonder who would win, the mightiest warrior in history or 'the greatest warrior the Universe has ever known?'"

"Oh you," the Doctor told her, smiling at her, "No doubt about it."

It felt odd to be happy that she was a fighter, to be honest. But, she was far more in control of herself. So sure of herself and strong, a strength and a confidence that flowed out of her in everything she did. And he had to admit, in his opinion, it was all rather sexy...

She blushed just a bit, catching that last thought and the small smirk he'd sent her when he saw her blushing as a result. She cleared her throat, "First though, we should see who this warrior is."

He nodded, giving her a little kiss, before he turned to the rock he'd jumped off, putting his ear to it, "We need to get down there."

~8~

Lights were set up all around Stonehenge by the time night had fallen. River placed a device on the corner of a large stone in the center of it and stepped back, "Right then. Ready?" she pressed a button and the rock slid to the side, revealing stone steps underneath. The Doctor stepped forward as River grabbed a torch from her pocket and switched it on.

"The underhenge…" he breathed.

He pulled out the sonic to use as a torch and made to go down first when the Professor pulled him back, shaking her head with a playful roll of her eyes. She pulled a small torch from his pocket and took out her blaster and, holding one over the other at her wrist, headed down the steps first, the Doctor behind her with River and Amy.

The stairs led them to a narrow passage, straight to a large double door with a board across it. River moved over to the side wall and grabbed an actual torch, lighting it. The Doctor and Professor lifted the board off and, with a nod to the Professor, pushed it open. The Professor entered first, looking around quickly, scanning the room before nodding them in.

They were in a large, cavernous room, with a large box sitting before them, intricate circular patterns carved on each side.

"It's the Pandorica…" the Professor breathed, spotting it.

"More than just a fairy tale," River remarked.

The Doctor walked towards it and stepped on something. He glanced down to see the arm of a Cyberman, glancing at the Professor who saw it as well, nodding that she would keep an eye on it as he continued on.

"There was a goblin," he began, putting a hand on the box, "Or a trickster, or a warrior. A nameless, terrible thing, soaked in the blood of a billion galaxies. The most feared being in all the cosmos. And nothing could stop it, or hold it, or reason with it. One day it would just drop out of the sky and tear down your world."

"How did it end up in there?" Amy shook her head.

"You know fairy tales. A good wizard tricked it," he walked around the other side of the Pandorica as River handed Amy her torch and pulled out a scanner.

"I hate good wizards in fairy tales," River muttered, "They always turn out to be him. Just like the good witch is always the Professor."

"So it's kind of like Pandora's Box, then?" Amy asked, looking around, "Almost the same name."

"Sorry, what?" the Doctor looked at her.

"The story. Pandora's Box, with all the worst things in the world in it," she said as he soniced it, "That was my favorite book when I was a kid," he stopped and walked over to her, "What's wrong?"

"Your favorite school topic," he stated, "Your favorite story."

"Never ignore a coincidence," the Professor remarked, crouching down and eyeing the designs.

"Unless you're busy," he countered, "In which case, always ignore a coincidence," and walked back over to her.

"So can you open it?" River asked as she joined them.

"Easily."

"Anyone can break INTO a prison," the Professor agreed.

"But I'd rather know what we're going to find first."

River's scanner beeped and she looked at it, her eyes widening, "It's already opening. There are layers and layers of security protocols in there, and they're being disabled, one by one. Like it's being unlocked from the inside."

"How long do we have?" the Professor looked at her.

"Hours at the most."

"What kind of security?"

"Everything. Deadlocks, time stops, matter-lines."

"What could need all that?"

"What could get past all that?"

"Is that going to happen to me?" Amy cut in. The women turned to face her, "If I spend enough time with them," she nodded at the Doctor and Professor before focusing on River, "Am I going to start talking like that too? All switchy?"

River blinked and the three of them exchanged a look, the Doctor and Professor sharing one themselves as though just realizing that River had basically been switching speech with the Professor.

The Doctor cleared his throat, unable to really answer that, "Think of the fear that went into making this box," he muttered.

"What could inspire that level of fear?" River agreed, though she cast a small glance back at the Professor.

Among the higher species she was a bit of a frightening person to come in contact with, especially with the tales of what she'd done during the war. But then again...her gaze drifted to the Doctor. The Doctor could be equally, if not more, frightening than the Professor. When the Professor came, alone, it was never a good sign, but...when the Doctor arrived...you never really knew what he would do, when he would forgive, when he would retaliate…

"Hello, you," the Doctor breathed, "Have we met?"

"So why would it start to open now?" River shook her head from her thoughts.

"No idea."

"Hmm, and how could Vincent have known about it?" Amy wondered, "He won't even be born for centuries."

The Professor's eyes widened as a thought struck her and she grabbed the Doctor's sonic right out of his hand, flashing it around at the pillars and reading the results, "These stones are giant transmitters, broadcasting a warning to everyone, everywhere, to every time zone that the Pandorica is opening!"

"Professor..." River's tensed at her words, "Everyone, everywhere?"

"Even poor Vincent heard it in his dreams," the Doctor muttered, looking at the sonic's readings with the Professor, "What's in there, what could justify all this?"

"Doctor, everyone?"

"Anything that powerful, we'd know about it," the Professor shook her head.

"Why don't we know?" he frowned.

"You said everyone could hear it," River cut in, "So who else is coming?"

"Oh..." he breathed.

"Oh?" Amy frowned, "Oh, what?"

River ran to a pillar and pressed her scanner against it, "Ok, if it is basically a transmitter, we should be able to fold back the signal…"

"Doing it," the Doctor snatched the sonic back and flashed the pillars once more.

"Doing what?" Amy shook her head.

"Stonehenge is transmitting, it's been transmitting for a while...so who heard?" River tried to explain to her.

"Ok, should be feeding back to you now," the Doctor turned to her, "River, what's out there? Getting anything?"

"Give me a moment."

"River, quickly, anything?"

River's mouth dropped open, "Around this planet, there are at least 10,000 starships."

"At least?" Amy's eyes widened.

"10,000, 100,000, 1 million, I don't know. There's too many readings."

"What kind of starships?" the Professor asked, tension coiling in her gut.

"Maintaining orbit," a Dalek voice echoed throughout the cavern.

"I obey," a second Dalek responded, "Shield cover compromised on ion sectors."

"Daleks..." Amy gaped, "Those are Daleks."

"Scan detects no temporal activity."

"Soft grid scan commencing."

"Reverse thrust for compensatory stabilization."

"Daleks," River looked at the Time Lords.

"Launch preliminary armaments protocol."

"Yes, ok," the Doctor nodded, trying to think, pacing, "Ok, ok, ok…"

"Dalek fleet," the Professor stated, "Minimum, 12,000 battleships, armed to the teeth..."

"But we've got surprise on our side!" he spun to her mid-pace, "They'll never expect four people to attack 12,000 Dalek battleships!"

"Because we'd be killed instantly even with my help. So it would be a fairly short surprise."

"Right, forget surprise."

"Cyberships," River called.

"No, Dalek ships, listen to them, those are Dalek ships."

"Yes. Dalek ships AND Cyberships."

"We can start a fight!" the Professor reasoned, "Turn them on each other."

He nodded, that could work, "It's the Daleks...they're SO cross..."

"Sontaran," River added, "Four battle fleets."

"Sontarans?" the Professor frowned as their enemy list grew, and she had a feeling that wasn't even a fraction of the ones who had come.

"Talk about cross, who stole all their handbags?" the Doctor laughed nervously, moving closer to the Professor.

"Terileptil," River continued, "Slitheen. Chelonian. Nestene. Drahvin. Sycorax…" the Doctor shook his head, grabbing the Professor's hand and backing up towards the Pandorica till his back hit it, "Haemo-goth. Zygon. Atraxi. Draconian. They're all here. For the Pandorica."

"What are you?" he looked at the Pandorica.

The ground began to shake and they ran for the stairs, River and Amy following. They rushed outside to see the sky full of lights, ships whizzing about over them of different sizes and makes and technologies.

"What do we do?" Amy asked.

"Doctor, Professor, listen to me!" River turned to them, urgent, almost scared for them, "Everything that ever hated you is coming here tonight. You can't win this Doctor. Not even you can fight this Professor. This once, just this one time, please, you both have to run."

"Run where?" the Doctor shook his head, his grip on the Professor's hand tightening.

"Fight how?"

"The greatest military machine in the history of the Universe," the Professor breathed.

"What is?" Amy frowned, "The Daleks?"

"No," she shook her head, a small inkling of hope, "The Romans!"

~8~

Amy lit more torches as the Professor and Doctor examined the Pandorica, the Doctor scanning it with his sonic, the Professor using River's scanner that she'd left there along with her bag, her Vortex Manipulator as well.

"So what's this got to do with the TARDIS?" Amy asked them.

"Nothing, as far as we know," the Doctor sighed.

"But Vincent's painting...the TARDIS was exploding, is that going to happen?"

"One problem at a time."

"There's force field technology inside this box," the Professor reported, "If we can enhance the signal, we could extend it all over Stonehenge."

He nodded, "Could buy us half an hour."

"What good is half an hour?" Amy frowned.

"There are fruit flies on Hoppledom 6 that live for 20 minutes and they don't even mate for life," he paused, "There was going to be a point to that. I'll get back to you."

Amy pulled out the ring box from her pocket, having hidden it there when the Doctor surprised her earlier, "So...are you two planning on renewing your vows or something?"

"Sorry?" they both asked, looking up at her.

"I found this in your pocket," she held up the box.

"No," the Doctor walked over, "No, no, that's, uh...a memory. A friend of ours, someone we lost…" he reached for the box but Amy was reluctant to let it go, "Do you mind?"

"It's weird, I feel...I don't know. Something."

"People fall out of the world sometimes," the Professor said softly as she walked over, "But they always leave traces. Little things we can't quite account for. Faces in photographs, luggage, half eaten meals...rings...nothing is ever forgotten Amy, not completely. And if something can be remembered, it can come back."

Amy snapped the box closed and tossed it back to the Doctor, "So, was she nice, your friend?"

The Doctor put the ring back in his pocket and glanced at the Professor, ' _Should we tell her?_ '

She held his gaze a moment before nodding, ' _She's remembering more than even I thought possible,_ ' she agreed, ' _We need to see how much that crack on her wall affected her._ '

He turned back to Amy as she went back to the Pandorica, "Remember that night you flew away with us?"

"Of course I do."

"And you asked us why we were taking you and we told you there wasn't a reason. We were lying."

"What, so you did have a reason?"

"Your house," the Professor turned around to look at her.

"My house?"

"It was too big, too many empty rooms."

"Does it ever bother you, Amy, that your life doesn't make any sense?" the Doctor asked her.

Suddenly a laser fired out of nowhere.

Amy screamed and they all scrambled behind the Pandorica.

"Ok, what was that?" Amy gasped.

"Need a proper look," the Doctor breathed, "Got to draw its fire, give it a target."

"How?"

"You know how sometimes I have really brilliant ideas?"

"Yes..."

"I have better ones," the Professor cut in and, before he could open his mouth or do something stupid like run out there with his arms spread high shouting 'look at me, I'm a target!', she grabbed her blaster and ran out behind the Pandorica, firing quickly, "It's alright!" she called, "I got it!"

They both poked their heads out to see something smoking on the ground, a metallic arm.

"Cyberarm," the Doctor looked own at it, "Arm of a Cyberman."

"And what's a Cyberman?" Amy asked, slowly walking out after him.

"Oh, sort of part man, part robot."

"The organic part must have died off years ago," the Professor crouched down.

"Now the robot part is looking for fresh meat."

"What, us?" Amy frowned.

"It's just like being an organ donor, except you're alive and sort of screaming."

"I think I managed to scramble its circuits," the Professor added, "But don't touch it. It could still have a default emergency program running, backup power or something..."

"Nah," the Doctor waved her off, "Been down here for centuries, that power's probably died off by now," he reached out for it, only to be electrocuted a moment later, falling back, unconscious.

The Professor shook her head, "I really hate you sometimes…" she muttered, moving to kneel beside him and check on him when…

"Professor!" Amy screeched, falling backwards as a metal cable wrapped around her legs.

"Amy!" she jumped up and ran over to see Cyberman's head trying to pull itself closer to Amy with its cables. It grabbed Amy's wrists, pulling at her. She aimed her blaster and fired, striking right through the wires. It released her, dropping to the ground, the front seam opening and the skull of the previous occupant falling out.

She ran over to Amy's side, hauling her up with one hand and ushering her back. The head started to open and close, clamping, firing a small dart at Amy's neck in the process.

"You will be assimilated!" the head shouted.

"Yeah?" Amy glared, "You and whose body?"

Just then heavy footsteps stomped their way towards them.

"Oh, you're just as bad as the Doctor!" the Professor grumbled as the body of a Cyberman approached them, missing its head and left arm. It picked up the head and replaced it, reaching out to them as it came nearer.

"Blast it!" she shouted.

"I can't!" the Professor remarked, "There's no organic tissue left to make it stop, its running on automatic!"

Amy turned and grabbed a nearby torch, swishing it around to try and defend them, but stumbled, her arms losing strength as whatever was in the dart took effect.

The Professor moved to take it from her when the Cyberman slashed, knocking it out of Amy's hands. She grabbed the girl's arm and pulled her towards a pair of doors that led to a small room in the back, shutting them behind her and pulling Amy back.

The Cyberman pounded on the door a moment before it fell silent. The Professor inched closer and pressed an ear to it, before jumping back as a sword was shoved through the door. It swung open to reveal the Cyberman, pinned and sparking to the door, a Roman soldier behind it.

"Who..." Amy breathed, squinting as she grew more drowsy, "Who are you..."

The soldier pulled off his helmet to reveal…

"RORY!" the Professor gaped.

"Professor," he nodded to her and smiled at Amy, "Hello, Amy," Amy took a step towards him before fainting. Rory caught her quickly, "Whoa, whoa!" and carried her to a stone table, setting her down. He caressed her hair a moment before turning to the Professor and pulling her into a hug.

The Professor's smile faded as she pulled back, "Oh Rory…I'm so sorry…"

He frowned, about to ask her what she meant, when another soldier entered, "Sir, the man's coming round."

"Professor?" the Doctor shouted, "Amy! Where are they?" before running into the room, straight to the Professor and hugging her tightly, taking her face in his hands to check on her though she swatted them away and laughed.

"They're fine, Doctor," Rory assured him, "Amy's unconscious though."

The Doctor rushed over to Amy next, "Ok…" and flashed her with the sonic, "Yes, she's sedated, that's all. Half an hour, she'll be fine. Ok, Romans, good, we were just wishing for Romans, good old River. How many?"

"50 men up top, volunteers. What about that thing?" he pointed at the Cyberman.

"50? Not exactly a legion."

Rory nodded to the soldier and he left, "Your friend was very persuasive, but it's a tough sell."

"Yes, we know that, Rory, I'm not exactly one to miss the obvious."

"Yes," the Processor nodded, "It only took him 90 years to realize he loved me…and another 802 to realize I loved him as well. Not oblivious at all."

"We need everything we can get," the Doctor rolled his eyes at her, ignoring her a moment, turning to a chest and pulling out two large guns.

"I see what you mean about how you find me and guns now Doctor," she remarked, eyeing him a bit.

To his credit, he blushed fiercely as her eyes trailed over him, before shaking his head, "Ok, Cyberweapons. This is basically a sentry box. So, headless wonder here was a sentry. Probably got himself duffed up by the locals. Never underestimate a Celt."

"Doctor..." Rory began.

"Hush, Rory."

"Why leave a Cyberman on guard though?" the Professor asked, enjoying seeing how long it would take the Doctor to realize he was, in fact, talking to the never-born Rory Williams.

"Unless it's a Cyberthing in the box!" he realized.

"Ah but why would they lock up one of their own?"

"Ok, no, not a Cyberthing, but what? What?"

"I think you're missing something obvious. Don't you  _Rory_?"

The Doctor nodded and turned to Rory, "Something big, something right slap in front of me, I can feel it!"

"Yeah, I think you probably are," Rory nodded.

"I'll get it in a minute," he shrugged and strode out of the room.

Rory turned to the Professor, a bit concerned, "He's really not THAT oblivious is he?"

"He's really not exactly oblivious…he just...can't think as fast as me at times. Just give him a moment…or five…and he'll come around."

A moment later there was a clatter as the Doctor dropped the weapons and slowly reentered the room. He walked right up to Rory and stared at him, poking him in the chest till he swayed, "Hello again."

"Hello."

"How've you been?"

"Good. Yeah, good. I mean, Roman."

"Rory, I'm not trying to be rude, but you died."

"Yeah, I know, I was there."

"You died and then you were erased from time. You didn't just die, you were never born at all, you never existed."

"Erased? What does that mean?"

"How can you be here?"

"I don't know. It's kind of fuzzy."

"Fuzzy?"

"Well, I died and turned into a Roman. It's very distracting!" he turned and ran a hand across Amy's cheek, "Did she miss me?"

The Doctor and Professor glanced at each other, unable to answer.

There was a loud whooshing and rumbling beside them and they ran out, into the main cavern, to see the Pandorica's symbols glowing green. The Doctor pulled out the sonic and flashed it as the soldiers looked on.

"What is it?" Rory asked, "What's happening?"

"The final phase," the Doctor breathed, "It's opening," he set a hand on it as the gears began to turn. He walked over to it, examining it closer when the comm. beeped.

"You're surrounded," River's voice called, "Have you got a plan?"

"Yes!" he shouted as the Professor held the comm. up for him to lay on the ground, sonicing the bottom of the box, "Now hurry up and get the TARDIS here. We need equipment!" he sighed, looking at it, "What are you? They're all here, all of them, all for you. What could you possibly be?"

~8~

As the ships of their enemies flew overhead the Doctor's voice echoed into the night, "Sorry, sorry, dropped it…hello, Stonehenge! Who takes the Pandorica, takes the Universe. But bad news, everyone..." he jumped onto a large, flat stone with the Professor, "'Cos guess who? Ha!" he grinned into the comm. using it as a microphone, "Listen, you lot, you're all whizzing about, it's really very distracting. Could you all just stay still a minute? Because we are talking!" the ships stilled, "The question of the hour is, who's got the Pandorica?"

"Answer..." the Professor reached out and moved his arm so he was holding the comm. between them, "We do."

"Next question, who's coming to take it from us?"

"Come on! Look at us  _for once_  with no plan, no backup, no weapons worth a damn."

"Oh, and something else, we don't have anything...to...lose!"

"And doesn't that just terrify each and every one of you."

"So if you're sitting up there in your silly little spaceship, with all your silly little guns, and you've got any plans on taking the Pandorica tonight, just remember who's standing in your way."

"Remember every black day we ever stopped you."

"And then, AND THEN, do the smart thing," he grinned and tossed the comm. to the Professor.

"Let somebody else try first."

The Doctor laughed, holding out his arms, daring them to try something, and the ships took off. Rory let out a laugh of triumph as the Professor tossed him the comm. and they jumped down.

"That'll keep 'em squabbling for half an hour!" the Doctor winked, "Romans!"

~8~

"They're still out there," Rory remarked as they stood in the cavern again, "What do we do now?"

"If we can stop whatever's in this box getting out, then they'll go home," the Professor said.

"Right."

The Doctor looked over, seeing something past Rory's shoulder, and frowned, "Rory, we're sorry, you're going to have to be very brave now."

Amy walked over, rubbing her head, straight past Rory and over to the Doctor, "Oh, my head."

"Go 'ahhh,'" he opened his mouth.

"Ahhh."

"Don't do that Amy," the Professor remarked, "It was just your basic knockout drops. Go get some fresh air and you'll be fine."

"Is it safe up there?"

"Not remotely, but it's fresh," the Doctor grinned.

"Fine," she turned and nearly bumped into a smiling Rory, "Oh, you're the guy, yeah, the one who did the...swordy thing."

And his smile faded, realizing the horrible truth, "Yeah."

"Well, thanks for the swording. Nice swording," she tapped him on the shoulder and walked off.

"No problem. My men are up there. They'll look after you."

"Good. Love a Roman!" she waved over her shoulder and headed up the stairs.

"She doesn't remember me," he breathed, watching her leave before turning back to them, "How can she not remember me?"

"Because you never existed," the Professor told him quietly.

"There are cracks," the Doctor tried to explain, "Cracks in time. There's going to be a huge explosion in the future, on one particular day. And every other moment in history is cracking around it."

"So how does that work?" he frowned, "What kind of explosion? What exploded?"

"Doesn't matter, the cracks are everywhere."

"And if you get too close you can fall right out of the Universe," the Professor added.

"So I fell through a crack and now I was never born?" he ventured.

"Basically," the Doctor nodded.

"How did I end up here?"

"We have no idea," the Professor admitted, though very curious, "What happened? From your point of view, what physically happened?"

"I was in the cave, with you two and Amy. I was dying and then I was just here, a Roman soldier. A proper Roman. Head full of Roman...stuff, a whole other life. Just here like I'd woken up from a dream. Started to think it was a dream. You two and Amy and Leadworth. Then today, in the camp, the men were talking about the visitors, the girl with the red hair. I thought you'd come back for me. But she can't even remember me."

"Oh, shut up," the Doctor smirked.

"What?"

He tossed him the ring box, "Go get her."

"But I don't understand. Why am I here?"

"Because you are?" the Professor shrugged, for once not having an answer, "The Universe is big. It's vast and complicated and ridiculous..."

"And sometimes," the Doctor added, "Very rarely, impossible things just happen and we call them miracles."

"Well, that's the theory at least."

"900 years, never seen one yet, save finding the Professor again."

She smiled at him gently as he wound an arm around her waist, holding her close, he was her miracle as well. She turned to Rory, "But you know what though? This would do us."

"Now get upstairs, she's Amy and she's surrounded by Romans. We're not sure history can take it."

Rory smiled and headed back up after his fiancé.

~8~

"The TARDIS, where is it?" the Doctor asked into the comm. as he and the Professor stood before the Pandorica, "Hurry up!"

"Don't raise your voice, don't look alarmed, just listen," River hissed to them.

The Professor glanced back at the soldiers before tugging the Doctor off to the side, "Go on."

River quickly explained what she'd found at Amy's house after the TARDIS brought her there, what she'd learned, "They're not real," she added, "They can't be. They're all right here in the story book, those actual Romans, the ones I sent you, the ones you're with right now. They're all in a book in Amy's house, a children's picture book."

"What are you even doing there?" the Professor asked.

"It doesn't matter. The TARDIS went wrong. How is this possible?"

"Something's using her memories, Amy's memories."

"But how?"

"You said something had been there?" the Doctor frowned.

"Yes, there's burn marks on the grass outside, landing patterns."

"If they've been to her house, they could have used her psychic residue," the Professor ventured, "Structures can hold memories, that's why houses have ghosts. They could've collected echoes of Amy's memories."

"But why?" the Doctor shook his head.

"Who are those Romans?" River countered.

"Projections. Or duplicates."

"But they were helping us. My lipstick even worked."

"They might think they're real," the Professor guessed, "The perfect disguise. They actually believe their own cover story, right until they're activated."

"That centurion..." River began, "There's a picture of him as well. It's a trap, it has to be. They used Amy to construct a scenario you'd believe, to get close to you."

"Why?" the Doctor asked, "Who'd do that? What for? It doesn't make sense…" there was a shuddering and they could hear the console sparking, "River? River!"

"River, what's happening?" the Professor called.

"I don't know, it's the engines," she replied, "There's something wrong with the TARDIS, like something else is controlling it."

"You're flying it wrong," the Doctor reasoned.

"I'm flying it perfectly!" she shouted, "You helped teach me."

"Where are you?" the Professor asked suddenly, "What's the date reading?"

"It's the 26th June, 2010."

"You need to get out of there now!" the Doctor's eyes widened, "Any other time zone, just go."

"I can't break free."

"Then shut down the TARDIS," the Professor tried, "Shut down everything!"

"I can't!" there was silence a moment, "Someone else is flying it. An external force. I've lost control."

"But how?" the Doctor shook his head, "Why?"

Suddenly a high-pitched whine echoed through the cavern, forcing the two Time Lords to cover their ears, dropping the comm., not noticing the Romans drop into a bent position behind them.

"Listen," the Professor straightened, grabbing the comm., "Just land her anywhere. Emergency landing, now."

"There are cracks in time," he nodded, "We've seen them everywhere, and they're getting wider."

"The TARDIS exploding is what causes them, but we can stop the cracks ever happening if you just land her!"

"It's not safe," River shouted.

A light started to shine behind them as the Pandorica started to open, the two ends near the corner sliding away from each other. They slowly turned to face it.

"Well, now…" the Doctor breathed, "Ready to come out, are we?"

"I'm down!" River called, "I've landed."

"Ok," the Doctor took the comm., "Just walk out of the doors."

"If there's no one inside, the TARDIS engines shut down," the Professor agreed.

"Just get out of there."

"I'm going," River shouted.

"Run!" the Doctor called before dropping the comm. and taking a step towards the Pandorica, sonicing it.

"Doctor!" River shouted a few moments later, "Professor! I can't open the doors!"

The Professor bent down to pick up the communicator when she spotted the Roman soldiers advancing.

"Doctor!" she shouted as a soldier grabbed her arm, twisting it behind her so she couldn't grab her blaster. The Doctor ran forward, trying to help but was grabbed as well.

"Doctor, I can't open the doors!" River shouted over the comm., "Professor, please, I've got seconds!"

But they could do nothing, both being held tight by two Roman soldiers each and led away from the Pandorica and the communicator.

"Plastic Romans," the Professor told him, trying to twist away from the soldiers, but their grip was too tight, "Duplicates, driven by the Nestene Consciousness," she had sensed the plastic undertones with Rory when he hugged her but had hoped for a different outcome than this.

"Deep cover, but what for?" the Doctor asked, "What are you doing? What's in there, eh? What's coming out?"

The duplicates took position, the two holding the Doctor moving to stand facing the Pandorica so he was facing away from it while the two holding the Professor stood near the back door, facing it so she could face him.

"The Pandorica is ready," one of the soldiers reported.

"What, you mean, it's open?" he asked.

"You have been scanned," a Dalek stated, "Assessed. Understood. Doctor," he looked over his shoulder to see the white, red, and blue Daleks materialize beside the Pandorica.

"Scanned?" he frowned as he was moved to face them, "Scanned by what, a box?"

"Your limits and capacities have been extrapolated," a Cyberman added before three of them appeared, along with Judoon and Sontarans.

"The Pandorica is ready," one of the Sontarans agreed.

"Ready for what?" the Professor shouted.

"Ready for him," the Dalek turned its eyestalk to the Doctor.

They looked past the soldiers to the Pandorica, seeing a chair with restraints set up within the white light. The Doctor tried to pull away, the Professor trying to pull out to help him when the soldiers hauled him towards the chair, Silurians, Hoix, Roboforms appearing as he was dragged over.

"Restrain the Professor," a Dalek ordered, swiveling the eyestalk to her.

Two Cybermen stomped over to her and grabbed her arms from the duplicates, pulling her back to the wall. The Doctor kept his eyes on her as she struggled while he was forced into the chair, his arms and legs clamped down as a large yoke descended around his shoulders. His enemies were gloating, but his gaze was focused on her.

As the Cybers stepped back he could see she had been chained to the wall. There was a large heavy metal collar around her neck attached by a chain to the wall, along with heavy manacles around her ankles and wrists and chains crossing over her chest and around her waist, tethering her to the wall so she couldn't move to help, far too much like how the Master had restrained her.

"You lot, working together, an alliance..." the Professor called, unwilling to be beaten just because she was restrained, if she could figure out what they were up to then there was a chance of using it against them, "How is that possible?"

"The cracks in the skin of the Universe," the Dalek began.

"All reality is threatened," the Sontaran agreed.

"All Universes will be deleted," the Cyberman stated.

"What?" the Doctor shook his head, "And you've come to us for help?"

"No," the Sontaran stated, turning completely to the Doctor, "We will save the Universe from you!"

"From me?"

"All projections correlate," the Cyberman replied, "All evidence concurs. The Doctor will destroy the Universe."

"No, no, no. You've got it wrong."

"The Pandorica was constructed to ensure the safety of the alliance."

"A scenario was devised from the memories of your Companion," the Dalek added.

"A trap the Doctor could not resist," a Sontaran smirked.

"The cracks in time are the work of the Doctor. It is confirmed."

"No," he shook his head, "No, no."

"Not him!" the Professor shouted, "The  _TARDIS_. Clearly he's not in the TARDIS, is he?"

"Only the Doctor or the Professor can pilot the TARDIS," the Dalek stated.

"Please, listen to us!" the Doctor tried.

"You will be prevented."

"Total event collapse!" the Professor tried to get through to them, "Every sun will supernova at every moment in history."

"The whole Universe will never have existed!" he shouted, "Please, listen to us!"

"Seal the Pandorica," the Cyberman ordered.

"No!" the Professor screamed.

"Please, listen to us!" the Doctor shouted.

"The TARDIS is exploding right now and we're the only one who can stop it!"

"Listen to us!"

"No! Doctor!"

The Pandorica slammed shut.

To be continued…

* * *

**Notes for the Chapter:**

> I know that with how I've been describing the Professor, she would most likely be 'the most feared thing in the Universe' BUT, the Doctor has made more enemies, flying out, having all those adventures without her before the war and most of them know that the TARDIS is the Doctor's, the Professor may be able to pilot it but to them the TARDIS belongs to the Doctor so it would be more his fault if it exploded. And I feel like most species that heard of the Professor during the Time War believe she died in it, that the Doctor was the only one to survive. They don't know she's there till she tells them who she is, and by then...well, it's too late for them isn't it? (lol). There'll be a bit more about that, commenting on it, in the next chapter :)
> 
> As for the next chapter, I did this in Smith and Jones, since this is based around the Doctor/Professor's POV, the next chapter won't begin as the episode does but will follow the Doctor/Professor's timeline. No Doctor appearing with a mop and fez right in the beginning.


	13. The Big Bang

"Rory?" the Professor gasped as Rory ran into the Pandorica room. She watched as he stood before the box with the Doctor's sonic and flashed it on. Slowly the box started to open again and the Doctor looked over, amazed.

"How did you do that?" he asked.

"That's what I'd like to know," the Professor called, though relieved as anything that the Doctor was free, the yoke had started to rise and the restraints had clicked open.

"You gave me this," Rory held up the sonic.

The Doctor frowned and pulled his own sonic out of his pocket, "No, I didn't."

"You did. Look at it."

The Doctor stepped out and held his against Rory's, they sparked.

"Temporal energy," the Professor stated, watching, "Same screwdriver at different points in its own time stream."

"Which means it  _was_  me who gave it to you," the Doctor nodded, "Me from the future. I've got a future, that's nice," he moved to glance at the Professor when he spotted something behind Rory, "That's not."

Rory turned around to look at the petrified remains of the enemies who had been standing there, the Daleks, the Romans, among others, "Yeah. What are they?"

"History has collapsed. Whole races have been deleted from existence. These are just like after-images. Echoes, fossils in time. The footprints of the never-were."

"Er, what does that mean?"

"Total event collapse. The Universe literally never happened."

"So, how can we be here? What's keeping us safe?"

"Nothing," the Doctor sighed, "Eye of the storm, that's all. We're just the last light to go out."

"Doctor…" the Professor called and he looked at her, she rolled her eyes and held up her shackles, "A little help?"

"Oh!" he jumped and ran over to her, "Right, yes, sorry…" he flashed the sonic over the locks and helped pull the restraints off her, checking her wrists to make sure she was alright before pulling her up and into his arms, hugging her tightly.

"Amy…" she pulled back and looked at Rory, "Where's Amy?"

~8~

The Doctor knelt down beside a body on the ground outside Stonehenge, pulling the blanket off to see it was Amy.

"I killed her," Rory mourned.

"Oh, Rory!" the Doctor breathed.

"What am I?"

"You're a Nestene duplicate," the Professor told him, moving to kneel by Amy, lightly brushing a hand over her forehead, scanning her.

"A lump of plastic with delusions of humanity," the Doctor added.

"But I'm Rory now," he argued, "Whatever was happening, it's stopped. I'm Rory!"

"That's software talking."

"Can you help her? Is there anything you can do?"

The Doctor looked at the Professor, ' _Not quite dead yet,_ ' she confirmed.

He nodded, ' _We just have to restore her then._ '

' _Yes but,_ ' her gaze flickered to Rory, ' _We need to make SURE that the software isn't still talking first._ '

The Doctor stood up, turning around to look back the way they'd come, "Yeah, probably, if we had the time."

"The time?" Rory frowned, not having heard their silent communications.

"All of creation has just been wiped from the sky. Do you know how many lives now never happened? All the people who never lived? Your girlfriend isn't more important than the whole Universe."

Rory whipped the Doctor around and punched him square across the face, knocking him to the ground, "She is to me!"

The Doctor popped back up, laughing, "Welcome back, Rory Williams! Sorry, had to be sure," he put an arm around Rory's shoulder, "Gotta say, completely understand," he sent a wink at the Professor before rubbing his jaw, "Hell of a gun-arm you're packing there."

"When this is all over Rory I expect a sparring match," the Professor told him, "And possibly even a duel with short swords too."

"No," the Doctor turned and crouched before her, wagging a finger at her, "None of that, I'm not having you stabbed by a plastic Roman centurion."

"You don't think I could take him?"

He blinked a moment, recalling just who he was talking to. She was so different from her last incarnation, in dress and manner, that he almost forgot she truly was a fighter and more than capable of holding her own.

"Still," the Professor continued, smiling at him as she reached out to cup his cheek, "Your concern for me is very sweet," and gave him a little kiss.

"Right," he nodded, pulling away and looking down at Amy, "We need to get her downstairs," he glanced at Rory, "And take that look off your plastic face. You're getting married in the morning!"

~8~

The Doctor and Professor placed Amy in the Pandorica, "So you've got a plan, then?" Rory asked.

"Bit of a plan, yeah," the Doctor nodded absently, placing his hands on Amy's face to leave her a message.

"Memories are more powerful than you think," the Professor turned to Rory, stepping out of the Pandorica to let the Doctor work, "And Amy is not an ordinary girl thanks to the time crack in her wall. The Universe had been pouring through her dreams every night before we closed it. The Nestenes took a memory print of her and got more than they bargained for. Like you. Not just your face, but your heart and your soul."

Rory smiled at that and glanced at the Doctor, "What are you doing?"

"I'm leaving her a message for when she wakes up, so she knows what's happening," the Doctor replied before stepping back and sonicing the Pandorica closed.

"Whoa, whoa, whoa. What are you doing?"

"Saving her. This is the ultimate prison. You can't even escape by dying. It forces you to stay alive."

"But she's already dead."

"Mostly dead," the Professor corrected, "Just a hint of life still in her. The Pandorica can stasis-lock her that way. All it needs is a scan of her living DNA and it'll restore her."

"Where's it going to get that?"

The Doctor looked at his watch, "In about 2,000 years."

"1,894 years to be exact," the Professor remarked as she walked over to the Vortex Manipulator she'd glimpsed in River's bag and took it out, strapping it around her wrist despite the Doctor's pout. She wasn't about to let him run rampant through time with a Vortex Manipulator, just letting him have free reign over the TARDIS was bad enough at times.

"She's going to be in that box for 2,000 years?" Rory exclaimed.

"1,894."

"But that doesn't matter because we're taking a shortcut," the Doctor added.

"River's Vortex Manipulator," the Professor held up her wrist.

"Rubbish way to time travel, but the Universe is tiny now. We'll be fine."

"So the future's still there, then?" Rory asked, hopeful, "Our world?"

"A version of it," the Professor nodded, "Not quite the one you know."

"Earth alone in the sky," the Doctor sighed, "Let's go and have a look," he took the Professor's hand in his, holding out her arm to Rory, "You put your hand there. Don't worry, should be safe."

Rory shook his head, "That's not what I'm worried about."

"She'll be fine," the Professor assured him, "Nothing can get into this box."

"He got in there," he jerked his head at the Doctor.

"Well, there's only one of me," the Doctor countered, "I counted."

"And thank God for that," the Professor joked, "I don't think the Universe could handle two of you."

"Oi!" the Doctor mock glared at her.

"Which is just as well for me," she continued, ignoring him as she smiled playfully at him, "I'd rather be able to give my full attention and love to just one of you. Only to you."

He blinked and smiled at that, taking the hand he'd been holding out to Rory and kissing it.

"This box needs a guard," Rory cut into their flirting, reminding them of the matter at hand, "I killed the last one."

"No," the Doctor shook his head, turning to him, "Rory, no. Don't even think about it."

"She'll be all alone."

"She won't feel it."

"You bet she won't!"

"1,894 years, Rory," the Professor reminded him.

"You two had to wait almost 900 years to be together," he said quietly, "Why should this be any different for me?"

"You won't even sleep, you'd be conscious every second."

"It would drive you mad," the Doctor added.

"Will she be safer if I stay?" Rory asked them, "Look me in the eye and tell me she wouldn't be safer."

The Doctor sighed, "Rory..."

"Answer me!"

"Yes," the Professor nodded, "Obviously."

"Then how could I leave her?"

"Why do you have to be so...human?" the Doctor asked with a small smile, though completely understanding the man's desire to protect his love.

"Because right now, I'm not," he turned and walked back to the Pandorica.

The Professor looked at the Doctor and started pressing buttons on the Manipulator, setting it, as he turned to give Rory a few last words, "Listen to me. This is the last bit of advice you're going to get in a very long time. You're living plastic, but not immortal. We have no idea how long you'll last. And you're not indestructible. Stay away from heat and radio signals when they come along. You can't heal, or repair yourself. Any damage is permanent. So, for God's sake, however bored you get, stay out of..."

The Professor hit the last button and they disappeared, reappearing in the national museum at night, nearly 2,000 years in the future.

"...trouble," he finished, before turning to the Professor, "I was mid-sentence!"

"Doctor…" she nodded to the side.

He looked over to see a restored Dalek trundling towards them, "Oh…" and then Amy and Amelia, standing to the other side, "Two of you? Complicated!"

"Exterminate!" the Dalek cried, "Weapons systems restoring."

The two Time Lords ran over to the gingers and grabbed their hands, the Doctor taking Amy, the Professor grabbing Amelia, and pulling them off.

"Come along, Ponds!" the Doctor shouted.

"Exterminate!"

They ran back behind the Pandorica, the Doctor nearly toppling into an alcove display of North Africa behind it. He almost knocked over one of the mannequins, catching the fez that fell off its head.

"What are we doing?" Amy asked.

"Running into a dead end," he replied, "Where either the Professor or I will have a brilliant plan that basically involves not being in one."

"What's going on?" someone else called.

The Doctor ran to the edge of the Pandorica and leaned around the side, the Professor doing the same on the other side, to see a night watchman enter the room.

"Get out of here," the Doctor shouted, "Go! Just run!"

The Dalek swiveled to look at the watchman, "Drop the device."

"It's not a weapon," the Professor called, eyeing the man's torch, "Scan it. It's not a weapon, and you don't have the power to waste!"

"Scans indicate intruder unarmed."

"Do you think?" the watchman dropped his torch and his hand opened to reveal a gun which he fired at the Dalek's eyestalk.

"Vision impaired! Vision..." the Dalek powered down, energy diverting to fix its weakness.

The watchman stepped out from the shadows to reveal Rory just as the group ran from behind the Pandorica.

"Amy?" Rory gasped.

"Rory!" Amy ran for him and jumped into his arms.

"I'm sorry. I'm sorry, I couldn't help it. It just happened..."

"Oh, shut up," she smiled and kissed him.

"Yeah, shut up, 'cos we've got to go," the Doctor came up between them as the Professor led Amelia forward by the hand, "Come on!"

"I waited," Rory told Amy, "2,000 years, I waited for you."

"No, still shut up," she cut him off and pulled him into another long kiss.

"And break!" the Doctor tried, "And breathe! Well, somebody didn't get out much for 2,000 years."

"1,894!" the Professor grumbled, her attention fixed on the Dalek, eyeing it.

"I'm thirsty," Amelia tugged on the Professor's sleeve, "Can I get a drink?"

The Doctor smirked a bit at the Professor, "Oh, it's all mouths today, isn't it?" he took off his fez and put it on Amelia's head but she shoved it back at him.

"The light..." the Professor realized, "The light from the Pandorica! It must have hit the Dalek," and then she spotted its laser move, "Out!" she ushered them out of the room, "Out, move!"

Rory quickly closed the door to the Pandorica room as they ran out, the Doctor sonicing the lock.

"So, 1,894 years," the Professor looked at Rory, "How did you do?"

"Kept out of trouble," he shrugged.

"Oh?" the Doctor asked, realizing he still had the fez in his hands and put it on his head, "How?"

"Unsuccessfully."

The Professor smiled, "That tends to happen when you spend enough time with the Doctor."

The Doctor pointed at her like he was about to say something but just turned and picked up a mop to block the door.

"The mop!" Rory shouted, "That's how you looked all those years ago when you gave me the sonic."

"Ah! Well, no time to lose then," he turned to the Professor and grabbed her arm, activating the Manipulator and disappearing with her.

They reappeared in the past, standing before Rory who was sitting on the ground with Amy in his lap, the Doctor in his red fez with the mop, "Rory!"

"Listen, she's not dead," the Professor told him.

"Well, she is dead, but it's not the end of the world."

"It  _is_  the end of the world."

"Actually, it's the end of the Universe," he corrected, tapping her nose lightly, before realizing he was still holding the mop.

"Oh, no," she shook her head, realizing what he was going to do.

"Hang on!" he hit the Manipulator again and they reappeared back in the museum, "Oops, sorry!" he quickly put the mop back in the door.

"How can they do that?" Amelia asked Amy, "Are they magic?"

The Doctor tapped the Manipulator and they were off without the mop, back before Rory, who just looked stunned and scared, "You need to get me out of the Pandorica," he pulled out the sonic.

"You're not in the Pandorica," Rory shook his head.

"Yes, he is," the Professor sighed.

"Well, I'm not now," the Doctor countered, turning to her.

"But you were back then."

"Well, back now from his point of view."

"Which is back then from our point of view."

He laughed and looked at Rory who seemed very,  _very_  confused, "Time travel, you can't keep it straight in your head."

She shook her head and took the sonic, turning back to Rory, "It's easy to open from the outside...just point and press," she tossed him the sonic and hit the Manipulator, making them disappear again.

"Right, let's go then," the Doctor said as they appeared before the trio and headed up the stairs, only to stop, "Wait! Now I don't have the sonic, I just gave it Rory 2,000 years ago," he took the Professor's wrist, ignoring her groan and hit the button.

"When you're done," he added, seeing Rory again, still sitting there, "Leave my screwdriver in her top pocket."

"Good luck," the Professor smiled wearily as the Doctor hit the Manipulator again. She pulled her arm out of his grip as soon as they were back, "I am not a taxi service!"

He smirked, "Now you know how I feel with River," he remarked before turning Amy, "Right then," he reached into her pocket and pulled out the sonic, "Off we go!"

"No wait," the Professor turned to Amelia, "How did you know to come here?"

She reached into her pocket and pulled out a pamphlet to the museum and a sticky note, both with messages on them.

"Ah, my handwriting," the Doctor recognized on the pamphlet.

"And mine," the Professor nodded at the note.

"Ok!" he grinned, rushing to a desk and grabbing a pamphlet and pen as well as a note and turned to look at the Professor.

She sighed and held out her wrist, somewhat defeated. He cheered as he activated it.

They appeared before Amelia's doorway, at night, the Doctor jotting on the pamphlet and slipping it through the letterbox. The Professor hit the Manipulator and they appeared in the museum earlier that day. While the Doctor snatched a drink from Amelia's hand while she looked at the Pandorica, she took advantage of the girl's distraction and stuck her note on it.

And then they were back in the relative future, the Doctor handing Amelia her drink back, still cold, "There you go, drink up!"

"What is that?" Amy asked, "How are you doing that?"

"Vortex Manipulator..." the Professor sighed, holding up her wrist.

"Cheap and nasty time travel," the Doctor agreed, "Very bad for you. We're trying to give it up."

"WE?" the Professor looked at him.

"Alright, I'M," he sighed, "Better?" she nodded and they turned to head up the stairs.

"Where are we going?" Amy asked as she followed them.

"The roof," the Professor stated.

Just then, another Doctor appeared at the top of the landing, his jacket smoking, looking rather beat up. He fell down the stairs and rolled to a stop, the Doctor and Professor rushing over to him, sonicing and scanning him.

"Doctor, it's you," Rory breathed, "How can it be you?"

"Doctor, is that you?" Amy frowned.

"Yeah, it's me," he nodded.

"From the future," the Professor added.

The Future Doctor opened his eyes and grabbed the Doctor's coat, pulling him down to whisper in his ear before falling back to the ground, unmoving. He looked at the Professor, relaying what he'd been told to her.

"Are you..." Amy swallowed hard, "I mean, is he...is he dead?"

"What?" the Doctor shook his head and stood, pulling the Professor up as well, "Dead? Yes, yes. Of course he's dead," he climbed over the body as the Professor walked around it and they continued up the stairs, "Right, I've got 12 minutes, that's good."

"12 minutes to live? How is that good?"

"You can do loads in 12 minutes...suck a mint, buy a sledge, have a fast bath. Come on, the roof!"

"We can't leave you here, dead!" Rory shook his head.

"Are you in charge now?" the Professor rounded on him, in no mood to waste time, "So, tell me, what are we going to do about Amelia?"

Rory and Amy turned around to see Amelia was gone, her drink lying on the floor, "Where did she go?" Amy asked, running back down the stairs.

"Amelia?" Rory called.

"There is no Amelia," the Professor stated, "From now on, there never was. History is still collapsing."

"How can I be here, if she's not?" Amy frowned.

"You're an anomaly," the Doctor explained, "We all are. We're all hanging on at the eye of the storm, but the eye is closing, and if we don't do something, reality will never have happened. Today, just dying is a result. Now, come on!"

They turned and headed off.

"Move it!" the Professor shouted as Amy and Rory lagged by the landing, "Come on!"

She glanced back to see them jogging after them.

~8~

The Doctor climbed out of the stairwell and onto the roof, helping the Professor out, Amy and Rory following after.

"What, it's morning already?" Amy looked around, startled, "How did that happen?"

"History is shrinking," the Professor shrugged as they walked across the roof.

"Is anybody listening to us?" the Doctor scoffed.

"The Universe is collapsing."

"We don't have much time left," he agreed, sonicing a satellite dish.

"What are you doing?" Rory asked, eying them.

"Looking for the TARDIS," the Professor replied, helping him wiggle the device off its post.

"But the TARDIS exploded."

"Ok, then," the Doctor corrected, "We're looking for an exploding TARDIS."

The Professor shifted a bit as she pulled the dish from its mounting.

"I don't understand," Amy shook her head, "So, the TARDIS blew up and took the Universe with it. Why would it do that? How?"

The Professor moved and jumped on a raised section of the roof, aiming the dish carefully as the Doctor watched, "Here's a better question Amy," the Professor muttered, "Total event collapse means that every star in the Universe never happened. Not one of them ever shone. So, if all the stars that ever were, are gone, then what is that?" she nodded at a large ball of fire in the sky.

"Like we said," the Doctor sighed, "We're looking for an exploding TARDIS."

"But that's the sun," Rory shook his head.

"Is it? Here's the noise that sun is making right now," he soniced the dish, amplifying the sound so they could hear the wheezing of the TARDIS, "That's the TARDIS burning up. That's what's been keeping the Earth warm."

"Doctor, there's something else. There's a voice."

The Doctor frowned and adjusted the volume.

"I can't hear anything," Amy remarked.

"Trust the plastic."

"I'm sorry, my loves," River Song said, those four words repeating over and over.

"That's River!" Amy gasped, "How can she be up there?"

"It must be like a recording or something," Rory frowned.

"No, it's not a recording," the Professor set down the dish, "The emergency protocols..." she began tapping on the Manipulator, "The TARDIS has sealed off the control room and put her into a time loop to save her. She is right at the heart of the explosion," and slammed her hand down on it.

~8~

River connected a wire at the console, causing it to spark before pulling a crank and turning to run towards the door, only to stop short, seeing the Professor standing there.

"Cab for River Song?" she smirked.

River just laughed and ran over to her, linking arms with the girl as she hit the Manipulator out.

They reappeared on the roof, the Doctor quickly pulling the Professor into his arms as she had disappeared before he could even reach out to her. And then he pulled back and held out his hand, wanting something. She sighed, rolling her eyes and handing over the Manipulator.

"Not just me is it?" he asked her with a small smirk, strapping the Manipulator to his wrist.

"Amy!" River smiled, seeing the couple standing there, "And the plastic centurion?"

"It's ok, he's on our side," the Doctor reassured her, his arm winding around the Professor's waist.

"Really? I dated a Nestene duplicate once...swappable head, it did keep things fresh. Right then, I have questions. But number one is this...what in the name of sanity have you got on your head?" she turned to look at the Doctor.

"It's a fez. I wear a fez now. Fezzes are cool."

River looked at Amy a moment before the ginger girl grabbed the fez off the Doctor's head and tossed it into the sky.

River pulled out her gun to shoot it when another streak of light beat her to it, she turned to the Professor who simply blew on the end of her blaster as the Doctor pouted.

"I win," she smirked at River.

"You've got centuries of practice over me," River remarked, "Cheater."

"Exterminate!" a shout went up behind them. They spun around to see the Dalek levitating up the side of the building.

"Run, run, move, move!" the Doctor shouted, ushering them back to the stairwell.

"Go!" the Professor grabbed the dish and held it up like a shield, blocking the Dalek's attack as they climbed back down.

~8~

The Doctor soniced the seal of the hatch to the roof as the Professor and River had their weapons aimed up, just in case.

"Doctor, come on," River called.

"Shh," the Doctor listened, "It's moving away, finding another way in," he climbed down the ladder.

"It needs to restore its power before it can attack again," the Professor sighed, putting her blaster away for now.

"Now, that means we've got exactly…" he checked his watch, "Four and a half minutes before it's at lethal capacity," he turned and continued down the stairs.

"How do you know?" River asked.

"Because that's when it's due to kill me."

"Kill you? What do you mean, kill you?"

"Oh, shut up, never mind. How can that Dalek even exist?" he pushed open a door and they stepped out into a hallway, "It was erased from time and then it came back. How?"

"The Professor said the light from the Pandorica..." Rory began.

"It's not a light," the Professor corrected, "It's a restoration field…"

"But never mind," the Doctor shook his head, "Call it a light. That light brought Amy back, but how could it bring back a Dalek when the Daleks have never existed?"

"Ok, tell us," Amy turned to them.

"When the TARDIS blew up, it caused a total event collapse," the Professor explained.

"A time explosion," the Doctor added, "It blasted every atom in every moment of the Universe. Except..."

"Except inside the Pandorica," Amy realized.

"The perfect prison," he nodded.

"Inside it, perfectly preserved, are a few billion atoms of the Universe as it was," the Professor agreed, "In theory, you could extrapolate the whole Universe from a single one of them."

"Like cloning a body from a single cell. And we've got the bumper family pack."

"No, too fast, I'm not getting it," Rory shook his head.

"The box contains a memory of the Universe and the light transmits the memory," the Professor turned to him.

"And that's how we're going to do it," the Doctor nodded, turning to head off again.

"Do what?" Amy asked.

"Relight the fire. Reboot the Universe. Come on!"

"Doctor, you're being completely ridiculous," River shook her head as she jogged to catch up to the two Time Lords, "The Pandorica  _partially_  restored  _one_  Dalek. If it can't even reboot a single life form properly, how will it reboot the whole of reality?"

"What if we give it a moment of infinite power?" the Professor countered, "Transmit the light from the Pandorica to every particle of space and time simultaneously?"

"Well, that would be lovely, but we can't, because it's completely impossible."

"Ah, no, you see, it's not," the Doctor grinned, "It's ALMOST completely impossible. One spark is all we need."

"For what?"

"Big Bang Two! Now listen..." he turned around, only to be shot in the chest by a Dalek laser, falling to the floor as the creature in question trundled down the hall towards them.

"Doctor!" the Professor shouted, moving to kneel at his side, River on his other side, her gun out and aimed at the Dalek to protect them.

"Exterminate! Exterminate!"

Rory pulled Amy to the side, out of the way as he peeked around the corner his gun-hand ready, "Get back. River, Professor, get back now!"

"Exterminate!"

Rory and River fired at the Dalek and it was drained of its energy again.

"Doctor," the Professor breathed, taking his hand, "I'm here," she reached out and ran a hand through his hair as his eyes fluttered open. She leaned down and kissed him quickly, resting her head against his, "I'll see you soon," she whispered as she moved his hand over his wrist.

He pushed the Manipulator and disappeared.

"Where did he go?" River gasped, "Damn it, he could be anywhere."

"He went downstairs," the Professor stood up slowly, "12 minutes ago."

"Why?"

"River, he died," Amy breathed, watching as the Professor pulled out her blaster and checked it.

"Systems restoring!" the Dalek cried, "You will be exterminated!"

"I think you three should head out," the Professor told them calmly, her back still to the Dalek, tense.

"We can't leave you!" Amy shook her head.

"We've got to move," Rory agreed.

The Professor looked up at River, "You go. I'll be right with you."

River looked her in the eye, as though trying to read her expression, before nodding and rushing out, pulling Amy and Rory with her.

"You will be exterminated!"

"Really?" she asked, still eerily calm, setting the levels of her blaster up higher, nearly reaching sonic cannon levels, "I don't think so. Because, you see, your systems are still restoring which means your shield density is compromised. One Alpha level burst through your eyestalk will kill you...dead."

"Records indicate you will show mercy. You are an associate of the Doctor's."

She smirked to herself, it seemed the Pandorica had only partially restored the Dalek's memory and data banks as well, "I'm not  _just_  an associate," she turned around, "I'm his wife, his Bonded. I am the Professor."

The Daleks started rolling back, "Mercy!"

"Daleks show no mercy," she replied, aiming her gun, "And neither will I."

~8~

Amy and Rory stopped short on the stairs where they'd left the Doctor's body, River quickly going over to Rory's jacket lying there, but the body was gone.

"How could he have moved?" Rory shook his head, "He was dead! Doctor? Doctor!"

"But he was dead!" Amy agreed.

"Who told you that?" River looked up at them.

"He did."

"Rule one," the Professor said, walking in, "The Doctor lies."

"Where's the Dalek?"

"I killed it," she told them darkly, putting her blaster back in its holster, continuing on.

River, Amy, and Rory followed the Professor as she walked purposefully down the halls, back towards the Pandorica room.

"Doctor!" Amy gasped, seeing the Doctor sitting inside it, hunched over, unconscious. They ran over, the Professor getting there first and scanning him just to be sure he was alright.

"Why did he tell us he was dead?" Rory frowned.

"We were a diversion," the Professor remarked, breathing a sigh of relief as she felt him stir beneath her hand, "As long as the Dalek was chasing us, he could work down here."

"What was he doing?" River asked.

"What's happening?" Rory gasped as the room got brighter, he looked out the window to see the 'sun' getting bigger.

"Reality's collapsing," the Professor stated.

"It's speeding up," River agreed, "Look at this room."

Amy turned to see the displays were empty, "Where did everything go?"

"History is being erased. Time is running out," she looked at the Professor, "What was he doing?"

"Preparing for the Big Bang Two," the Professor replied as he blinked blearily, his head leaning into her hand on instinct, nuzzling it.

"The Big Bang?" Rory frowned, "That's the beginning of the Universe, right?"

"What, and Big Bang Two is the bang that brings it back?" Amy asked, "Is that what you mean?"

"Oh!" River gasped.

"Now you've got it," the Professor nodded.

"What?" Amy looked between them.

River turned around, allowing the Professor to focus on the Doctor as she explained, "The TARDIS is still burning. It's exploding at every point in history. If you threw the Pandorica into the explosion, right into the heart of the fire..."

"Then what?"

"Then let there be light. The light from the Pandorica would explode everywhere at once, just like they said."

"That would work? That would bring everything back?"

"A restoration field, powered by an exploding TARDIS, happening at every moment in history," the Professor nodded.

"Oh, that's brilliant," River breathed, after all this time, the Doctor and Professor never failed to amaze her with their genius, "It might even work!"

"He's wired the Vortex Manipulator to the rest of the box."

"Why?" Amy frowned.

River blinked, "So he can take it with him. He's going to fly the Pandorica into the heart of the explosion."

"Like hell he is," the Professor said, reaching in and pulling the Manipulator off him, "He can't fly to save his life…"

"Hey…" he whined weakly.

"Hush," she gave him a peck and put the Manipulator on her own wrist, "Remember that promise?" she asked him, "You don't leave me, I don't leave you. We do this together."

The Doctor could only smile a bit and let his head fall onto her shoulder as she leaned in to finish the wiring.

~8~

Amy and Rory stood nearby the Pandorica, watching as River helped the Professor finish up, the sky now a brilliant orange outside.

"Are you ok?" Rory asked her.

"Are you?"

"No."

"Well, shut up then!"

Rory pulled her into a hug as River stepped out of the Pandorica and over to them, "Amy...they want to talk to you."

"So, what happens here?" Amy asked her, "Big Bang Two? What happens to us?"

"We all wake up where we ought to be. None of this ever happens and we don't remember it."

"River...tell me they come back too," she didn't want to believe she'd be losing her two best friends. For that was what they had become over the months of traveling, her best friends.

"They'll be the heart of the explosion."

"So?"

"So all the cracks in time will close, but they'll be on the wrong side...trapped in the never-space, the Void, between the worlds. All memory of them will be purged from the Universe. They will never have been born. Now, please. They want to talk to you before they go."

"Not to you?"

"They don't really know me yet," she blinked back tears, her voice cracking, "Now they never will."

Amy nodded and walked slowly towards the Pandorica, seeing the Professor watching her, having heard their conversation. She was sitting on the floor in between the Doctor's legs as he let his fingers just play with her hair, his strength slowly returning.

"Hi," she breathed.

"Amy Pond," the Doctor greeted, still a bit weak, "The girl who waited. All night in your garden. Was it worth it?"

"Shut up. Of course it was."

"You asked us why we were taking you with us and we said 'No reason.' We were lying."

"It's not important."

"It's the most important thing left in the Universe," the Professor countered, "It's why we're doing this. Amy, your house was too big. That big, empty house. And just you."

"And Aunt Sharon."

"Where were your mum and dad? Where was everybody who lived in that big house?"

"I lost my mum and dad."

"How? What happened to them? Where did they go?"

"I..." she blinked, alarmed, "I don't..."

"It's ok," the Doctor calmed her, "Don't panic. It's not your fault."

"I don't even remember…"

"There was a crack in time in the wall of your bedroom and it's been eating away at your life for a long time now," the Professor told her.

"Amy Pond, all alone," the Doctor sighed, "The girl who didn't make sense. How could we resist?"

"How could I just forget?" she shook her head.

"Nothing is ever forgotten, not really," the Professor reminded her, "But you have to  _try_."

The ground started to shake.

"It's speeding up!" River shouted.

Amy reached over and placed the Doctor's sonic in his pocket from where it had fallen on the ground.

"There's going to be a very big bang," the Doctor told her, "Big Bang Two. Try and remember your family and they'll be there."

"How can I remember them if they never existed?" she asked.

"Because you're special."

"That crack in your wall," the Professor added, "All that time, the Universe pouring into your head. You brought Rory back...you can bring them back, too."

"You just remember and they'll be there."

"YOU won't," she backed away slowly.

"You'll have your family back. You won't need your imaginary friends any more," he laughed, seeing her getting tearful, "Amy Pond...crying over us, eh?"

"Guess what?" the Professor smiled.

"What?" she asked.

"Gotcha."

The Pandorica closed and started to glow, the power building up around it before it launched into the sky. The Doctor grabbed his communicator while the Professor worked on piloting the box, flinching a bit as he sent the message, 'Geronimo,' to the others and sat back. A moment later he felt someone squeeze his hand and looked down. The Professor looked at him and held tight, him squeezing back, as they hit the TARDIS with a bang.

~8~

They woke with a start, on the floor of the TARDIS, both sitting up quickly, though the Professor moved to a kneel as the Doctor just looked around.

"Oh!" he started to smile, "Ok. We escaped, then. Brilliant!" he smiled at her, "Love it when we do that," he patted his legs, "Legs, yes," and tugged his bow tie, "Bow tie, cool," and then placed a hand on his head, "I can buy a fez."

"And I can blast it off the top of your head William Tell style if you do," she threatened, when they heard something.

"The beach!" came the Doctor's distinctive voice, "The beach is the best."

"Automatic sand!" and the Professor's.

"Automatic sand?" Amy asked, "What does that mean?"

"It's automated, totally."

They peeked around to see themselves working around the console as Amy stood by the railing, dressed for the beach.

"Oh…" the Doctor breathed, realizing they hadn't quite escaped.

"Cleans up the lolly sticks..." the Past Doctor added.

"No, hang on! That's last week when we went to Space Florida," he turned to the Professor, offering her a small smile, "I almost had a dual heart attack that trip," she eyed him and he just gave her a little peck, "You in a bikini..." he whispered, kissing her forehead, "Thank God you left the blaster in our beach bag."

"We're rewinding," the Professor reminded him gently, not wanting to disrupt the moment, but also knowing that their time was, as River had once said, running out, "Our time stream...unraveling, erasing. Closing…" they looked back at the monitor, seeing a crack in time closing, "Hello, Universe, goodbye, us."

"Amy…" the Doctor sighed and Past Amy turned around, "Amy?"

~8~

They were standing outside Craig's flat, watching as Amy crossed the street in front of them, "Ah, three weeks ago, when she put the card in the window," the Doctor nodded.

"Amy!" the Professor shouted, recalling when the Doctor had gotten her attention in the TARDIS. Amy looked up but didn't seem to see them.

"We need to tell you something!" the Doctor called.

"She can hear us!" the Professor grinned.

"But if she can hear us…"

They looked back to see a crack in the road closing.

~8~

They were in a forest next, able to hear the Doctor talking to the clerics in the woods of the  _Byzantium_.

"Good luck everyone," the Past Doctor called as he took the Professor's hand, "Behave. Do not let that girl open her eyes. And keep watching the forest. Stop those Angels advancing. Amy, later!" he tapped her on the head, "River, going to need your computer…"

They watched as their past selves walked off, Amy sighing, "Yeah, later."

They glanced at each other and walked over, the Doctor taking her hands in his as the Professor sat beside her, putting her arm around her.

"Amy," the Professor spoke quietly, "You need to start trusting us, it's never been more important."

"But you don't always tell me the truth."

"If we always told you the truth, we wouldn't need you to trust us," the Doctor countered.

"The crack in my wall, how can it be here?"

"We don't know yet, but we're working it out."

"Now, listen Amy," the Professor continued, "Remember what we told you when you were seven?"

"What did you tell me?" she frowned, as did the Doctor.

He looked at the Professor a moment, staring into her eyes as she revealed her idea to him. He nodded and looked back at Amy, "No, no...that's not the point. You have to remember."

"Remember what? Doctor? Professor?"

~8~

They were standing in Amy's house now, at night.

"Amelia's house," he muttered, checking his watch, "When she was seven. The night she waited."

They headed outside and spotted Amelia curled up, asleep on her suitcase.

"The girl who waited," the Professor smiled lightly, understanding all too much how it was waiting for the Doctor.

"Come here, you," the Doctor moved over, scooping her up to carry her inside, the Professor grabbing the suitcase and taking the lead, opening the doors for him.

They made it to Amelia's room without incident, the child barely stirring at all as they laid her in bed and tucked her in.

The Doctor sighed and plopped down into the chair next to her bed, the Professor choosing to sit on the side of the bed beside Amelia.

"It's funny," the Professor sighed, "We thought if you could hear us, we could hang on somehow."

"Silly us," the Doctor agreed, "Silly old Doctor and Professor."

"When you wake up, you'll have a mum and dad...and you won't even remember us."

"Well, you'll remember us a little. We'll be a story in your head."

"But that's ok. We're all stories in the end."

"Just make it a good one, eh? 'Cos it was, you know."

"It was the best."

"A daft old man who stole a magic box and ran away from the only love he ever wanted," he smiled softly at the Professor, before glancing at the girl on the bed, "Did I ever tell you that I stole it?"

"He loves to claim that be  _borrowed_  it," the Professor rolled her eyes jokingly, "That he was always going to take it back."

"Oh, that box, Amy. You'll dream about that box. It'll never leave you."

"Big and little at the same time."

"Brand  _new_  and  _ancient_."

"And the bluest  _blue_  ever."

"And the times we had, eh?"

"Would've had..."

"Never had," he sighed.

"In your dreams, they'll still be there."

He smiled, "The Doctor, the Professor, and Amy Pond. And the days that never came."

She reached out and stroked the girl's hair, "The cracks are closing. But they can't close properly until we're on the other side. We don't belong here any more."

The Doctor stood up, "I think we should skip the rest of the rewind."

"You do hate repeats," she nodded, leaning over to kiss Amy's head, "Live well."

"Love Rory," the Doctor added, kissing her head too.

"Bye bye, Pond," they whispered, casting one more look at Amelia, before heading towards the crack, hand-in-hand.

~8~

The wedding had been beautiful, despite Amy's lingering feeling that she was forgetting something monumental. The feeling had only grown worse as the day went on but it wasn't until she was sitting beside Rory, looking down at an old, blue diary that looked ridiculously like a police telephone box that it really hit her and she'd begun demanding to know why she'd been given such a gift.

"Well, you know the old saying," Rory shrugged, "The old...wedding...thing. Huh?" Amy looked up, stunned, "Amy?"

Her father stood to give his speech, "Ready now. Sorry about that. Last minute adjustments to certain aspects. Now then, it hardly seems a year..."

Amy shook her head, looking around the room at a man in a red bow tie, a woman in a white skirt, a man with blue braces, a woman with a fashionable jean jacket draped on the back of her chair, and a tear fell from her eye.

"...at the age of six and announced that the new head teacher wasn't real because she looked like a cartoon…"

"Shut up, dad!" Amy snapped, standing up.

"Amy?" Rory frowned.

"Amelia?" her father gasped.

"Sorry, but shut up, please!" Amy pleaded, "There're two people missing...two very important people. So, SO important."

"Amy, what's wrong?" Rory asked.

"Sorry. Sorry, everyone. But when I was a kid, I had these imaginary friends..."

Her mother sighed, "Oh no, not this again."

"The Raggedy Doctor and Tattery Professor. My Raggedy Doctor and Tattery Professor. But they weren't imaginary. They were  _real_!"

"The psychiatrists we sent her to!"

"I remember you!" she shouted at the ceiling, a wide smile on her face, "I remember! I brought the others back, I can bring you home, too. Raggedy man, tattery girl, I remember you, and  _you_  are late for my wedding!"

In the silence that followed the glasses stated to tinkle against each other as the ground began to shake, the chandelier swaying.

"I found you," Amy continued, "I found you in words, like you knew I would. That's why you told me the story...the brand new, ancient blue box. Oh, clever. Very clever."

The wind picked up and a wheezing noise began.

"Amy, what is it?" Rory looked around.

"Something old. Something new. Something borrowed. Something blue."

And then, right in the middle of the floor, a blue police phone box appeared.

"It's the Doctor and Professor!" Rory gasped as Amy literally climbed over the table to get to it, "How did we forget them? I was plastic. She was the stripper at my stag. He had a fez! Long story…"

Amy ran to the door, knocking on it, "Ok, Doctor, Professor. Did I surprise you this time?"

The TARDIS door opened and the Doctor stepped out, wearing a black suit and top hat, with a white tie and tails, a white scarf hanging loosely around his shoulders.

"Er, yeah," he smiled, "Completely astonished. Never expected that. How lucky I happened to be wearing this old thing…" he stepped out and realized something, "Oi! Professor! We're late enough!"

"Coming," the Professor stepped out, dressed in a pair of dress pants, a light green blouse with slightly flowing sleeves that truly brought out the green flecks of her hazel eyes, her hair held back by a green clip. She looked around at the stunned guests and laughed, "Hello, everyone."

"We're Amy's imaginary friends," the Doctor added, "But we came anyway," he moved over to the head table, shaking Amy's father's hand while the Professor did the same to her very stunned mother.

"You absolutely, definitely may kiss the bride," Amy strode towards the Doctor.

"Then I absolutely, definitely may kiss the groom?" the Professor quipped.

Amy stopped and looked at the Professor before laughing and moving to hug her.

"Excellent," the Doctor nodded, grinning, "From now on, we shall be leaving the...kissing duties to the brand new Mr. Pond!" he shook Rory's hand as the man walked over.

"No, I'm not Mr. Pond," Rory shook his head, "That's not how it works."

The Professor walked over to him, "Yeah, it is," and gave him a hug as well.

He looked over her shoulder at the Doctor who nodded, before sighing with a smile and pulling away, "Yeah, it is."

"Right then, everyone," the Doctor grinned, "I'll move our box. You're going to need the space…" he made to dash over to the TARDIS when the Professor tugged him back.

"No,  _I_  will move her. Knowing you, you'll end up in the arctic tundra in 500,600."

"That only happened once!" he defended, before starting to grin, "But I suppose that's fine, I only came for the dancing anyway," and winked at her.

She blushed a bit, knowing how he loved to watch her dance and the times where he could dance with her, before getting in the TARDIS to move her.

~8~

The Doctor was proving just exactly why he didn't often dance WITH the Professor as he created his own moves to 'Crazy Little Thing Called Love.' Amy was nearly dying of laughter across from him at the sight, "You're terrible. That is embarrassing!"

"Does that answer your question?" the Professor asked Rory as they watched from the sidelines.

He could only nod, so  _that_ was why she only danced a waltz with him.

~8~

"That's it!" the Doctor cheered as he taught another crazy dance to the children, the Professor actually joining in, "That's good!"

"Keep it loose," she instructed, unable to stop smiling at the sight of him interacting with the children.

He spun around, putting his hands in the air and wiggling them to the sides.

~8~

Amy and Rory slow danced to 'You Give Me Something,' as the Doctor and Professor dancing with each other a few feet away, the Doctor's arms around her waist as she leaned against him, both of them just swaying to the music.

"So," the Professor looked up at him, "YOU are the most feared warrior in the Universe now?"

He laughed softly at that, "I suppose I've picked up a few things from you."

She shook her head, "I shall have to step up my game so to speak, can't lose my title now."

He just leaned forward and rested his head against the side of hers, humming along with the song before softly singing to her in her ear.

"You were wrong though," she whispered after a moment.

He pulled back, a small frown on his face, "About what?"

She just looked up at him, a soft look in her eyes, "I wouldn't win," he stared, confused, "You said I'd win against the thing in the Pandorica. But you were wrong, I wouldn't."

"Why's that?" he gave her a playful nudge, "You  _are_  smarter, faster, stronger than me."

"Because I wouldn't fight," she told him, looking at him with such emotion in her eyes that he felt himself go breathless, "I would concede before it began, I'd never hurt you," she smiled a bit, "Keep you from doing something stupid, of course, but I'd  _never_  fight you."

"Neither would I," he whispered, leaning down to kiss her deeply, "I love you Kata," he whispered in her ear.

She smiled, nuzzling the side of his face, "I love you too Theta," she replied, just as softly. They pulled back and smiled at each other, laughing just a bit in joy when the Professor glanced over at Amy and Rory, "1,894 years," she remarked, "He's got us beat even combined."

He laughed, "The boy who waited. Good on you, mate," and turned to lead her out of the room. They walked down the halls and out the back door, making their way back towards where the TARDIS was parked just out in a small garden.

The Doctor walked up to the blue box and had just put the key in the lock when someone spoke behind them.

"Did you dance?" River asked as they turned to her, "It's probably the only time they play a waltz anymore…you two always dance at weddings, don't you?"

"You tell us," the Professor smiled.

"Spoilers."

The Doctor handed her back the diary she had given to Amy to spark her memories, "The writing's all back, but we didn't peek."

The Professor cleared her throat and he sighed, rolling his eyes playfully, "The Professor made sure  _I_  didn't peek, happy?"

She smiled up at him, "With you?" she gave him a gentle kiss, "Very."

He couldn't help but beam at that.

The Professor turned and handed back the Manipulator, "Thank you," River said quietly, smiling softly as she just watched them standing before her, the Doctor's arms wrapped around the Professor's waist, holding her back against his chest.

The Doctor eyed her a moment as well, "Are you married, River?"

"Are you asking?"

"Yes."

"Yes."

He blinked, "No, hang on. Did you think I was asking you to marry me, o-or asking if you were married?" the Professor giggled at his flustered state.

"Yes."

"No, but was that 'yes' or 'yes?'"

"Yes."

The Professor shook her head, eyeing the woman, "River...who are you?" the 'to us' was left unsaid. She was already 99 percent sure she knew who River was…but until it was confirmed, she wouldn't say.

"You're going to find out very soon now," she told them, her smile fading, "And I'm sorry, but that's when everything changes," and then she hit the Manipulator and disappeared.

The Doctor sighed and unlocked the door to the TARDIS, holding it open for the Professor. They stepped in and looked around, glancing at each other a moment before grinning and running to the console, just starting to set the controls when the doors opened and Amy walked in.

"Oi!" she shouted, "Where are you off to? We haven't even had a snog in the shrubbery yet."

"Amy!" Rory shouted, following her in and shutting the door.

"Shut up...it's my wedding."

"OUR wedding."

"You snog him and I snog Rory," the Professor reminded her, earning a laugh from Amy, glad that they had both gotten past Amy's infatuation with the Doctor.

"Sorry, you two...shouldn't have slipped away," the Doctor conceded, "Bit busy, you know?"

"You just saved the whole of space and time," Rory remarked, "Take the evening off. Maybe a bit of tomorrow."

"Space and time isn't safe just yet," the Professor sighed, "The TARDIS exploded for a reason. Something drew the TARDIS to this particular date, and blew it up."

A phone began to ring.

"Why?" the Doctor asked, "And why now? The Silence, whatever it is, is still out there, and we have to..."

"Hello?" the Professor answered the phone, seeing the Doctor was too far gone in his rant to notice. He stopped and looked over at her as she smiled back at him, "Oh! Hello. Sorry, this is a very bad line. No, but that's not possible. She was sealed into the Seventh Obelisk. We were at the prayer meeting. No, I understand that it's important. An Egyptian goddess loose on the Orient Express in space..." she smirked at him and glanced at Amy and Rory, "Hold on a mo," she pressed the phone to her shoulder, "Got a bit of a thing to see to…this will have to be goodbye."

"Yeah, I think it's goodbye," Amy smiled and looked at Rory, "Do you think it's goodbye?"

"Definitely goodbye," he grinned.

Amy ran to the door and looked out, "Goodbye!" she waved, "Goodbye!" and closed them, walking back over.

"Don't worry about a thing, your Majesty," the Doctor took the phone from the Professor with a smile, "We're on our way."

The Professor pulled a lever and they were off!

* * *

**Notes for the Chapter:**

> Did you guys enjoy the Professor being the one to kill the Dalek? I'd been writing her using her blaster so often that I'd completely forgotten that it also could act as a Sonic Cannon...I assume using it on such a setting would probably drain the battery quite a bit, so she wouldn't use it often, but I could see her wanting to just destroy the Dalek :)


	14. A Christmas Carol

The Professor and the Doctor ran around the console, the Professor typing a quick note on the keyboard before sending it off to the crashing ship that Amy and Rory were trapped on, the one they were trying to track.

'Come Along Ponds.'

The Doctor pulled a lever and they went whizzing past the front of it, still unable to lock on enough to land inside.

"Can you find the source of the disturbance?" the Doctor called as they tried to make their own way through the treacherous clouds that surrounded them.

"Already on it!" she smiled back.

"Oh I bloody love you!" he laughed.

"Got it!" she shouted a moment later and they flew off to the roof of a very large Victorian style manor, a large spire on the top, shooting an energy beam into the clouds.

They looked around and the Doctor began to grin, spotting a chimney…and it was Christmas Eve…

~8~

Soot fell from the chimney of the manor, into the fireplace, noticed only by a small boy standing before his sister, father, and grandmother.

"I don't make the rules," an old man spat into a phone, "Oh, no, hang on...I do!" he hung up, "Right, you lot..." he eyed the family, "Poor, begging people, off home and pray for a miracle."

Just then a huge amount of soot fell into the fireplace, extinguishing the fire, sending ash and embers onto the floor, as the Professor fell through, ducking into a roll and jumping up, dusting herself off as though nothing had happened.

There was an 'oomph' behind her as the Doctor fell through, just missing the roll and landing on his back. She laughed, walking over to help him up, dusting him off a bit when he caught sight of the family, servants, and old man staring at them, "Ah! Yes, blimey. Sorry! Christmas Eve on a rooftop, saw a chimney, my whole brain just went, 'What the hell!'"

"And then he pushed me into it," the Professor mock glared at him, "Hate you."

"No you don't," he grinned smugly, taking her hand and tucking it under his arm as they walked over to the children, "Don't worry, fat fella will be doing the rounds later. We're just scoping out the general...chimney-ness. Yes," he moved back to the chimney and leaned on it, "Nice size, good traction..." and then yanked his hand back as it burned him, "Big tick!"

"There was just a fire roaring in it," the Professor took his hand and laid a kiss on his palm, "What did you think it would be? Cool?"

"Fat fella?" the father frowned.

"Father Christmas," the Doctor turned to them, "Santa Claus...or, as we've always known him, Jeff."

"There's no such person as Father Christmas," the boy shook his head.

"Oh, yeah?" the Doctor walked over and pulled out a black and white photo of them with Frank Sinatra, Jeff, and another man with large white hair, "Us and Father Christmas, Frank Sinatra's hunting lodge, 1952."

"You can see him at the back with the blonde...Albert Einstein," the Professor added.

"The five of us together...hrrroom!" the Doctor grinned, "Watch out! Ok? Keep the faith, stay off the naughty list. Ooh!" and then he caught sight of a large control panel in the back of the room, covered with knobs, buttons, and flashing lights, "Now, what's this? And I love this, a big flashy lighty thing…"

"That's what brought us here," the Professor nodded as they walked over to it.

"Big flashy lighty things have got me written all over them," he looked back at the family, sitting down on the chair to swivel to the controls and back, "Not actually, but give me time and a crayon."

"Give him a crayon and I'll kill you," the Professor threatened in such a way that they weren't sure if she was joking or not.

"Now," the Doctor rolled around to look at it, "This big flashy lighty thing is connected to the spire in your dome, yeah, and it controls the sky."

"Technically, it controls the clouds," the Professor stated, leaning against the wall beside the Doctor as he swiveled around to face them again, "Which technically aren't clouds at all. They're clouds of tiny particles of ice."

"Ice clouds, love that," he grinned at her before spotting a large metal box with a window in it, a blond woman standing there, seemingly frozen, "Who's she?" he pointed a the box.

The Professor pushed off the wall to go look inside.

"Nobody important," the old man waved them off.

"Nobody important?" the Professor scoffed.

"Blimey, that's amazing," the Doctor mockingly looked impressed as he sat back on the chair.

"Do you know," the Professor eyed the old man, "In 900 years of time and space, we've never met anyone who wasn't important before."

"Now," the Doctor turned back to the controls, "This console is the key to saving that ship, or I'll eat my hat...if I had a hat. I'll eat someone's hat. Not someone who's using their hat, I don't want to shock a nun, or something. Sorry, rambling, 'cos...'cos this isn't working!"

"The controls are isomorphic," the old man stated as the Professor walked over and touched the device, frowning as he was telling the truth, "One to one, they respond only to me."

"Oh, you fibber...isomorphic! There's no such thing."

"The Master shot me with an isomorphic laser screwdriver," she reminded him and he winced, reaching out to take her hand, kissing the back of it as he smiled at her apologetically. He still blamed himself for that whole fiasco, if he hadn't been so driven to save the man, he would have just let Jack shoot him, and then the Professor wouldn't have suffered at his hand and regenerated into the soldier. He'd let her get hurt...

' _And then you saved me,_ ' she told him, pulling her hand away to run it through his hair, smiling at him, ' _You always save me._ '

He smiled back at her when the old man moved, stepping over between them and flipped a switch, shutting the machine off before turning it back on. The Doctor tried the same switch but nothing happened. He flipped them a few more times before the Professor grabbed the sonic out of his jacket and soniced it, showing him the readings.

"These controls are isomorphic!" he exclaimed.

"The skies of this entire world are mine," the man stated, "My family tamed them, and now I own them."

"Tamed the sky? What does that mean?"

"It means I'm Kazran Sardick. How can you possibly not know who I am?"

"Well, just easily bored, I suppose."

"So, we need  _your_  help, then," the Professor eyed him.

"Make an appointment," he waved her off.

She just raised an eyebrow at that, "There are 4,003 people in a spaceship trapped in your cloud belt. Without your help, they're going to die."

"Yes."

"You don't have to let that happen," the Doctor told him.

"I know, but I'm going to. Bye bye. Bored now…Chuck!" one of the servants walked forwards and grabbed the Doctor's arm and the Professor's elbow, leading them out. They ducked out from under the grip and moved back to Kazran as he sat in a chair, "Ooh, look at you, looking all tough now."

"There are 4,003 people we won't allow to die tonight," the Professor told him.

"Do you know where that puts you?" the Doctor asked.

"Where?" he humored them.

"4,004."

"Was that a sort of threaty thing? Am I supposed to be scared?"

The Professor leaned in just a bit, putting each of her hands on the armrests of the chair, forcing him to sit back, "I've killed more than 4,000 creatures in less than an hour and you don't want to know how many by the end of a day," she looked him dead in the eye, "So yes, you should be."

The Doctor reached out and gently pulled her back, wrapping an arm around her in comfort, soothing her, he knew how worked up she could get when people she cared about were in trouble, "Whatever happens tonight, remember...you brought it on yourself."

"Yeah, yeah, right…" he cleared his throat, obviously affected by the young woman's words, "Get them out of here. And next time, try and find me some funny poor people."

The two were grabbed by a few more servants who led them towards the door with the family. The little boy, copying their moves, broke free and grabbed a lump of coal off the ground, chucking it at Kazran, hitting him on the head.

"Nice aim," the Professor remarked.

But Kazran stormed over, raising his hand to hit him.

"No, stop, don't!" the Doctor shouted.

The Professor frowned, it was taking too long. Kazran could have easily struck him before the Doctor could have yelled, but he was hesitating…he wouldn't do it.

"Don't you dare!" the father struggled, "You leave him!"

Kazran lowered his hand, "Get him out of here! Get that foul-smelling family out of here! Out!" the family was pushed out of the room as Kazran headed back to his chair, stopping when he spotted the Doctor and Professor still standing there, "What? What do you want?"

"A simple life," the Doctor remarked, taking the Professor's hand.

"But you didn't hit the boy," the Professor observed with a soft smile.

"Well, I will next time!" he threatened.

"No, you see, you won't."

"Now why?" the Doctor asked, "What am I missing?" he slowly walked past Kazran, tugging the Professor with him.

"Get out!" he bellowed, "Get out of this house!"

"The chairs," the Professor muttered.

"The chairs!" the Doctor shouted, spinning around, "Of course, the chairs! Stupid me, the chairs!"

"The chairs?" Kazran frowned.

"There's a portrait on the wall behind us," the Professor stated, the two of them looking right at him.

"Looks like you, but it's too old, so it's your father," the Doctor reasoned.

"All the chairs are angled away from it."

"Daddy's been dead for 20 years."

"But you still can't get comfortable where he can see you."

"There's a Christmas tree in the painting, but none in this house, on Christmas Eve."

"You're scared of him and you're scared of being  _like_  him."

"And good for you, you're not like him, not really."

"Do you know why?"

Kazran just looked at them.

"And yes, we do do this a lot," the Doctor replied.

"Or so we're told," the Professor nodded.

Kazran shook his head, "Why?"

"Because you didn't hit the boy," the Doctor smiled, "Merry Christmas, Mr. Sardick."

"I despise Christmas!

"You shouldn't," the Professor remarked as they walked past him towards the door, "It's very you."

"It's what? What do you mean?"

"Halfway out of the dark," the Doctor considered him with a smile, the two of them leaving as the servants returned. They headed down the hall and towards the front doors when something beeped in the Doctor's pocket.

The Professor reached in and pulled out the comm. they'd connected to Amy, "Have you got a plan yet?" the girl in question asked as they walked out of the manor.

"Yes, we do," the Doctor said.

"Professor is he lying?"

"Yes, he is," she laughed.

"Don't treat me like an idiot Doctor!"

"Was he lying?" they heard Rory ask.

"No, no," Amy replied tensely.

"Ok, the good news," the Doctor began as they walked out onto the street, "We've tracked the machine that unlocks the cloud belt. We could use it to clear you a flight corridor and you could land easily."

"Oh, hey, hey, that's great news!"

"But we can't control the machine," the Professor added.

"Less great."

"But we've met a man who can!" the Doctor added brightly.

"Ah, well, there you go!"

"And he hates us," the Professor sighed.

"Was it because the Doctor was being extra charming and you extra clever?"

They blinked and looked at each other, "Yeah, how did you know?" the Doctor asked.

"Lucky guess."

"Sir...ma'am!" they looked up to see the father of the small family rushing over to them.

"Hang on," the Doctor called into the comm. as they turned to the man.

"I've never seen anybody stand up to Mr. Sardick like that," he grinned, shaking their hands, "Bless you, sir, ma'am, and Merry Christmas."

"Merry Christmas," the Professor smiled.

"Lovely," the Doctor nodded, "Sorry, bit busy."

"You'd better get inside though," the man continued, "The fog's thick tonight, and there's a fish warning."

"Oh, right, yeah…"

"Sorry, fish?" the Professor frowned.

"Yeah," the man nodded, "You know what they're like when they get a bit hungry."

"Yeah, fish, we know fish," the Doctor shook his head, "Fish?"

"It's all Mr. Sardick's fault, I reckon. He always lets a few fish through the cloud layer when he's in a bad mood. Thank you. Bless you once again, sir, ma'am," and with that, he went back to his family.

"Fish?" the Doctor looked over at the Professor who could only shrug.

"The captain says we've got less than an hour..." Amy cut in, "What should we be doing?"

"Fish…" the Professor blinked, spotting a few small fishes actually swimming around a streetlamp a few feet away.

"Sorry, what?"

"Fish that can swim in fog," the Doctor grinned, "I love new planets."

"Doctor! Doctor, please don't get distracted! Professor, don't let him get distracted!"

"Now, why would people be frightened of you tiny little fellas?" he held up his hand and the fish moved to investigate. The Professor held up hers as well but they didn't nibble at her fingers like the Doctor but just swam through them, "Look at you, sweet little fishy-wishies."

"Fish in the fog, so the cloud cover has..." the Professor frowned, "Amy be careful up there."

"Oh, great, thanks, Professor, because there was a real danger we were all going to nod off!" Amy answered sarcastically, "We've got less than an hour!"

The Doctor glanced at a nearby clock just as it struck 11, "We know."

'Ding Dong Merrily on High' began to play over the loudspeakers.

"Doctor?" Amy called, "How are you getting us off here?"

"Oh, just give us a minute!" he started pacing, muttering to himself.

"We can't use the TARDIS," the Professor frowned, "Because it can't lock on."

He nodded, "So that ship needs to land, but it can't land unless a very bad man suddenly decides to turn nice, just in time for Christmas Day!"

"Doctor, I can't hear you," Amy shouted, "What is that? Is that singing?"

"A Christmas carol," he muttered.

"A what?"

"A Christmas carol."

"A what?"

"A CHRISTMAS CAROL!"

"Doctor!"

The Doctor looked over at the Professor as cunning smiles spread across their faces, "Kazran Sardick!"

"Doctor!"

"Merry Christmas, Kazran Sardick!" the Professor nodded.

~8~

A recording started to play on the wall of Kazran's sitting room as the old man slept on his chair, of a little boy speaking into the camera, "Hello. My name is Kazran Sardick. I'm twelve-and-a-half and this is my bedroom."

"Top secret special project…" Kazran mumbled in his sleep.

"This is my top secret special project. For my eyes only. Merry Christmas."

"Kazran, Kazran!" an older man shouted off screen. Kazran jumped awake with a start and watched the screen as his father burst into the room, "Kazran, what are you doing? What are you doing?" he peered into the camera causing the older Kazran to stand and back away in fear, "I've warned you before about this, you stupid, ignorant, ridiculous child!"

"I was just going to make a film of the fish," young Kazran replied.

"The fish are dangerous!"

"I just want to see them."

"Don't be stupid, you're far too young!"

"Everyone at school's seen the fish."

"That's enough! You'll be singing to them next, like gypsies."

"The singing works! I've seen it. The fish like the singing."

Kazran backed into the wall behind him as the scene continued.

"What does it matter what fish like?"

"People say we don't have to be afraid of the fish. They're not really interested in us."

"You don't listen to people! You listen to me!" and then he struck his son.

Kazran reached up to his cheek and rubbed it, remembering the sting.

"Ow!" young Kazran cried, "I'm sorry, father."

"This is  _my_  house!"

The Doctor and Professor slowly entered the room behind Kazran, having watched the video, seeing young Kazran with his head down on his desk, crying.

The Doctor stepped forward and put a hand on Kazran's shoulder, "It's ok. It's ok."

Kazran jerked away and rounded on them, "What have you done? What is this?"

"Found it on an old drive," the Professor replied, quietly, understanding, empathetic to the poor boy's pain.

~/~\~

_"What the bloody hell are you doing?" an angry voice shouted._

_She gasped and spun around, her grip on the three glass jars of food slipping as she saw her father standing in the doorway to their kitchen. She hadn't meant to sneak around so late, but…she'd been hungry, her father didn't tend to make much food for her and she was just so hungry. Unfortunately the jars fell to the ground, shattering all over the floor and her eyes widened more, staring at her father in horror as his nostrils flared, a vein beginning to form in his neck as he glared at her._

_"I…" she tried to speak, but her father just stormed over to her, ignoring how she cowered back against the cabinet behind her._

_"Do you see this?" he reached out and grabbed her arm, yanking her away from the door and over to the pile of glass, nearly shoving her at it as he forced her to look, "Do you see the mess you've made you stupid little..."_

_"I…I'm sorry…" she tried again but he shoved her back, making her stumble as her back hit the cabinet._

_"Don't you dare talk back to me!" he roared, lifting his arm and striking her across the face with the back of his hand._

_"I'm s-sorry daddy," she sobbed, curling in on herself as he reached out and grabbed her by the back of the neck yanking her up only to half throw her to the side, onto her knees, "I'm sorry," she cried, trying to crawl away, "I'm sorry…" but she slipped on the spilled juices from the jar, sliding to the ground._

_"What the bloody hell did you think you were doing?" he reached out and grabbed her wrist, pulling her up by it and turning so fast that she nearly swung into a chair by their table, her wrist twisting painfully, "Do you see this you little idiot!" he gestured to the floor once more, "Who's going to clean this up? Who?" he shook her fiercely, gripping her shoulders tightly, bruising her._

_"P-please stop daddy," she cried, "You're hurting me…"_

_He shoved her to the floor again, "Clean that up! Now! You good for nothing…"_

_But she didn't. Instead she pushed herself to her feet, gripping her wrist that he'd been holding in his vice-like grip. She had to get out of there. He never followed her when she ran, but she had to get out. She could see, blurrily through her tears, the only way out was through the glass._

_She took it. Running barefoot through the shattered pieces, wincing as the glass stuck her, dug into her feet, but she didn't dare stop. She stumbled up the stairs, scrambling to her room and shutting the door, locking it behind her before rushing to her bed. She curled up in a ball under her sheets, sobbing as she cradled her wrist to her chest, the side of her face, stinging from the hit, pressed into the cool sheets, her feet on fire with the glass shards she'd have to pull out soon…_

~/~\~

She felt an arm wrap around her waist, pulling her from her thoughts. The Doctor nuzzled the side of her head, dropping a kiss to her temple in comfort. How any man could ever do what her father had, what Kazran's father had...how any man could strike their child...he just couldn't understand it. Children were so precious, they needed to be cared for, looked after, loved...

He swallowed hard, glancing back at the child sobbing on the projection as his hand rubbed the Professor's back, "Sorry about the picture quality. Had to recover the data using quantum enfolding and a paperclip," he gave the Professor another quick kiss before leading her over to Kazran's chair, sitting her down in it and leaning against the side of it, picking up a newspaper.

"I wouldn't bother calling your servants," the Professor added, shaking her head from the last of her thoughts, seeing the man heading for a bell, "They quit."

"Apparently they won the lottery at exactly the same time, which is a bit lucky when you think about it."

"There isn't a lottery," Kazran glared.

"Yeah, as I said, lucky."

"There's a fog warning tonight," Kazran's father continued on screen, "You keep these windows closed, understand? Closed!"

"Who are you?" Kazran asked them.

"Tonight," the Professor began, as she crossed one leg over the other, sitting more casually, "I'm the Ghost of Christmas Past."

"Mrs. Mantovani will be looking after you tonight," his father said, "You stay here till she comes. Do you understand? Do you understand?"

"Did you ever get to see a fish back then, when you were a kid?" the Doctor asked.

"What does that matter to you?" Kazran glared.

"Look how it mattered to you."

"I cried all night, and I learned life's most invaluable lesson."

"Which is?" the Professor asked.

"Nobody comes. Get out! Get out of my house!"

The Doctor quickly pulled the Professor up, "Ok. Ok. But we'll be back…" he backed away with the Professor, back towards the door where the video was playing in, the TARDIS behind them, "Way back. Way,  _way_  back…" they stepped into the room and the TARDIS disappeared…

~8~

Young Kazran lifted his head, hearing a strange wheezing noise, and looked back to see the Doctor and Professor standing in the window.

"See?" the Doctor grinned, "Back!" and pushed it open.

"Who are you?" Kazran asked.

"Hi. I'm the Doctor."

"And I'm the Professor," she added, "We're your new babysitters."

They jumped into the room.

"Where's Mrs. Mantovani?" Kazran frowned.

"Oh, you'll never guess!" the Doctor grinned, "Clever old Mrs. Manters, she only went and won the lottery!" he turned and jumped onto the bed, pulling the Professor up to bounce with him.

"There isn't any lottery…"

"We know. What a woman!"

The Professor jumped off the bed and tugged him down with her.

"If you're my babysitters, why are you climbing in the window?"

"Well, if we were climbing out the window, we'd be going in the wrong direction, wouldn't we?" the Professor reasoned, "You need to pay more attention."

"Mrs. Mantovani's always my babysitter. "

"Times change," the Doctor moved forward to peer into the still recording camera, "Wouldn't you say?"

"You see..." the Professor joined him, smiling as she pointed to herself, "Christmas Past."

"Who are you talking to?" Kazran eyed them oddly.

"You," the Doctor turned to him.

"Now, your past is going to change," the Professor warned the camera, "That means your memories will too."

"Scary, but you'll get the hang of it."

"I don't understand," Kazran shook his head.

"I'll bet you don't! I wish I could see your face," he pointed at Kazran and the camera before clapping his hands, "Right, then," he plopped down onto the bed as the Professor looked around, "Your bedroom. Great! Let's see, you're 12 years old…"

"So we'll stay away from under the bed," the Professor nodded.

"Cupboard!" he pointed, "Big cupboard, I love a cupboard…" he ran over and opened it, sticking his head in, "Do you know, there's a thing called a face spider. It's just like a tiny baby's head with spider legs, and it's specifically evolved to scuttle up the backs of bedroom cupboards..."

"Which you probably shouldn't have mentioned," the Professor mock glared at him as he winced and closed the doors.

"Right, so what are we going to do?" he turned around, "Eat crisps and talk about girls? I've never actually done that…" he trailed off a moment and then blushed quite a bit.

"What?" the Professor eyed him.

"I, um…" he swallowed.

"Doctor?" she crossed her arms, eyeing him as Kazran watched, just a bit amused.

"I talked about you," he admitted, "Quite a bit actually…"

She frowned, "When? To who?"

"In the Academy," he shrugged, "Basically to anyone who'd listen. Trust me, by the end of the day the Master and the Corsair were ready to glue my mouth shut…" he laughed embarrassedly, his roommates had grown rather tired of his constant babble about her rather quickly over the decades, "Pretty much whenever you weren't there I gobbed on about you. Um…even AFTER the Academy."

The Professor's eyes widened at that but then she smiled and walked over to him, draping her arms around his neck, "Romana wanted to kill me too," she added, a faint blush on her cheeks as she recalled her own roommates, "The Rani nearly did a few times."

"Oh," he smiled widely, hearing she had done the same about him, and pulled her into a deep kiss.

Kazran, being twelve years old, grimaced at the sight and, when they hadn't parted for nearly a minute, cleared his throat, "Are you  _really_  babysitters?" they certainly didn't act like any he'd ever had.

The Doctor coughed, blushing, though his arm remained around the Professor's waist even as he pulled out the psychic paper and held it out to the boy, "I think you'll find we're universally recognized as mature and responsible adults."

"It's just a lot of wavy lines," Kazran frowned.

The Professor took the paper and looked at it, "Yeah, it's shorted out. Finally," she laughed, "A lie too big," and put it away in his coat.

"Ok, no, not really babysitters," the Doctor told the boy, "But it's Christmas Eve. You don't want real ones, you want us."

"Why?" he eyed them, "What's so special about you?"

"Have you ever seen Mary Poppins?" the Professor asked.

"No…"

"Good," she nodded, scrunching up her nose, "'Cos that comparison would've been rubbish."

The Doctor laughed and kissed her nose, "You really are too adorable when you do that you know," he scrunched up his nose as well, "Scrunching your nose."

She laughed a bit, putting a hand to his cheek, "Says the man red as a tomato," he grimaced at the fact he was still rather red, "Tell me, is this a shade reserved just for me?"

"Of course," he reached out and took her hand, kissing her palm, "I only blush about you dear."

Her grin turned more playful, nearly smirk-like, "I can't wait to see if there are any other shades of red I can get you to turn."

"Ok!" he pulled away a bit, needing to distance himself before she followed through on her threat right then and there. He cleared his throat and turned to Kazran, the boy eyeing them oddly, "Fish in the fog," he got back to the topic at hand, "Fish in the clouds. How do people ever get bored? How did boredom even get invented?" he walked over to stand at the open window, the Professor following him with a gentle laugh and a shake of her head.

"My dad's invented a machine to control the cloud belt," Kazran remarked, "Tame the sky, he says. The fish'll be able to come down, but only when we let them. We can charge whatever we like."

"Yeah," he turned around, "We've seen your dad's machine."

"What? You can't have."

"Tame the sky...human beings, you always manage to find the boring alternative, don't you?"

"Do you want to see one?" the Professor asked, "A fish?"

"We can do that. We can see a fish."

"Aren't you going to tell me it's dangerous?" Kazran frowned.

"Dangerous?" the Doctor laughed, stepping back into the room, "Come on, we're boys! And you know what boys say in the face of danger."

"What?"

"Mummy!" he laughed, "And besides, we've got the Professor, don't need anything more than that to be completely safe."

The Professor smiled at his praise, his faith in her.

~8~

The trio was sitting in the closet, a string tied to the Doctor's finger as it connected to a pulley that dangled the sonic outside as bait.

"Are there any face spiders in here?" Kazran looked around.

"Nah, not at this time of night," the Doctor replied, "They'll all be sleeping in your mattress."

"So…" the Professor cut in, "Why are you so interested in fish?"

"'Cos they're scary?" he shrugged.

"Good answer," the Doctor smiled.

"What kind of tie is that?"

"A cool one."

"Why is it cool?"

"Why are you REALLY interested in fish?" the Professor shot him a knowing smile, she knew distraction tactics when she saw them.

"My school," he sighed, "During the last fog belt, the nets broke and there was an attack. Loads of them, a whole shoal. No one was hurt, but it was the most fish ever seen below the mountains."

"Were you scared?" the Doctor asked.

"I wasn't there. I was off sick."

"Ooh, lucky you…" Kazran bowed his head, "Not lucky?"

"It's all anyone ever talks about now, the day the fish came. Everyone's got a story."

"But you don't," the Professor nodded, glancing at the camera they'd set up across from them, "We see that now."

"Why are you recording this?"

"Do you pay attention at school, Kazran?" the Doctor asked suddenly.

"Sorry, what?"

"'Cos you're not paying attention now," the string was tugging at his finger. He quickly stood with the Professor and made their way to the door, "Shh!"

"Doctor, are you sure?"

"Trust me."

"Ok," he sighed.

"Oi!" the Doctor turned to him, looking him in the eye, "Eyes on the tie. Look at me. I wear it and I don't care. Trust me?"

"Yes," he nodded.

"That's why it's cool," he nodded as the Professor took the string from him and stepped out with a quick scan around the room. The Doctor followed and shut the door behind them. They spotted a small fish investigating the sonic as it dangled there.

"Hello, fishy," he smiled, "Let's see…"

The Professor squinted at the sonic as they walked close to the walls around the room, "Interesting. Crystalline fog. Possibly carrying a tiny electrical charge…" she glanced at the Doctor, "I'd need a heavier condensation of the fog to fully assess it.

He nodded and glanced at the fish, "Is that how you fly, little fishy?"

"What is it?" Kazran called from the cupboard, "What kind? Can I see?"

"Just stay there a moment."

"Is it big?"

"Nah, just a little one," he leaned in closer, "So, little fella, what do you eat?"

They both jumped back, the Doctor grabbing the Professor's arm to keep her from going for the blaster as a shark swam into the room and swallowed the fish and sonic in one bite.

"How little?" Kazran called.

"Er..." the Doctor swallowed as they started inching their way back around the room towards the cupboard.

"Can I come out?"

"No," the Professor called, "Just…wait there for a moment."

"What color is it?"

"Big," the Doctor gasped, "Big color..." and then they made a dash to the door and ran in, slamming it shut behind them, leaning against it as the shark butted it with its head.

"What's happening?"

"Well, concentrating on the plusses, you've definitely got a story of your own now."

"And we got a good look at the fish," the Professor added with a strained smile, not wanting to scare the boy, "And we understand the fog, which'll help us land a spaceship in the future and save a lot of lives."

"And I'll get some interesting readings off my sonic screwdriver when I get it off the shark in your bedroom."

"There's a shark in my bedroom?" Kazran shouted.

"Oh, fine, focus on that part!"

The banging suddenly stopped.

"Has it gone?" Kazran breathed, "What's it doing?"

The Doctor looked at the Professor, "What do you call it if you don't have any feet and you're taking a run-up?"

Her eyes widened and she grabbed the Doctor and Kazran, pulling them back from the door just as the shark broke through it. They fell to the floor, pressing themselves into the far corner, out of reach from the shark for the moment. Its mouth was open, a green glow from inside it.

"It's going to eat us!" Kazran shouted, "It's going to eat us, it's going to eat us...is it going to eat us?"

"Maybe we're going to eat it?" the Doctor suggested, "But I don't like the odds. It's stuck, though. Let's see. Tiny brain. If I had my screwdriver, I could probably stun it…"

"Well, where's your screwdriver?"

"Well, concentrating on the plusses...within reach. There's a real chance, the way it's wedged in the doorway, of keeping its mouth open."

"There is?"

"Agree with me. 'Cos I've only got two goes and then it's the Professor's turn."

"Two goes?"

"Two arms. Right, then," he turned to the shark just as a blast of light shot past him and slammed into it. It wailed a moment before slumping and falling to the floor.

They turned in shock to see the Professor with her blaster out.

"Did you kill it?" Kazran frowned.

"No," she breathed, falling back against the wall a moment, before lifting her blaster, "Made a nifty little app," she smiled, "Set it to stun."

~8~

The three of them were on the patio outside Kazran's bedroom, the shark lying on the ground with Kazran kneeling beside it as the Doctor and Professor stood a few feet away, examining what remained of the Doctor's sonic.

"What's the big fishy done to you?" the Doctor lamented, "Swallowed half of you, that's what. Half a screwdriver, what use is that? Bad, big fishy."

"You and your sonics," the Professor sighed, "This is what? The third sonic you've destroyed since you found me?"

He pointed at her like he was going to say something but then went back to his sonic.

"Doctor?" Kazran called, "I think she's dying."

"Half my screwdriver's still inside, but yeah, I think so," he sighed.

The Professor moved over and crouched down, resting a hand on the shark, scanning it, "They can't survive long outside the cloud belt. Usually just long enough for a quick raiding trip on a foggy night."

"Can't we get it back up there?" the boy sniffled, "We were just going to stun it. I didn't want to kill it."

"She was trying to eat you," the Doctor reminded him.

"She was hungry."

"We're sorry, Kazran," the Professor sighed, "We can't save her, not down here."

"We could take her back up there," the Doctor offered, "But she'd never survive the trip."

"We'd need a fully functioning life support."

"You mean like an icebox?" he looked up, hopeful, "Ok!"

~8~

The Doctor and Professor ran down the stairs behind Kazran, into the sitting room where a large tree was set up…which, of course, distracted the Doctor quite a bit while Kazran moved to get a lamp.

"Ooh, a tree!" he grinned.

"Doctor!" the Professor shook he head, taking his hand and pulling him away from it to follow Kazran back down more stairs to a basement area where a large round door with a wheel and small window was.

The Doctor peered through the window to see a room lined with metal boxes and fog, "What is this?"

"The surplus population," Kazran sighed, "That's what my dad calls it," he moved to the wheel with the Doctor, trying to open it, "Oh, it's not turning! Oh, why won't it turn?"

The Professor cleared her throat and they looked to see her pointing at a security keypad, "We don't have the sonic, so we need the number."

The Doctor looked at Kazran, "What's the number?"

"I don't know," he shook his head.

"This place is probably rigged with alarms," the Professor glanced around at the different cables running along the ceiling and wall, "It's not just the door."

"We need the number!" the Doctor ran back to the wheel.

"I'm not allowed to know until I'm older," Kazran insisted.

The Doctor and Professor looked at each other and with a shout of, "I thought of it first!" they ran back up the stairs.

~8~

"7-2-5-8!" the older Kazran shouted as his memories played through that particular part as they changed.

"Just what we were after," the Doctor called from behind a door where the TARDIS was set up.

"Thank you!" the Professor added, closing the door.

~8~

"7-2-5-8!" the Doctor shouted as they ran down the stairs, "7-2-5-8."

Kazran ran to the keypad and hit in the number. The wheel spun on its own, unlocking the door and opening. They stepped in, seeing a thick fog up to their knees which the Professor ran a hand through before nodding at the Doctor, confirming the readings from the sonic.

"Ah, there's fish down here, too," the Doctor pointed at a few small fish as Kazran led them through the vault.

"Yeah, but only tiny ones," he replied, "The house is built on a fog lake. That's how dad freezes the people," he stopped in front of one of the boxes, "They're all full, but we could borrow one," he pointed at the one before him, "Yeah, this one."

The Professor held up the lamp in her hand to see the blonde woman from earlier, "Hello again."

"You know her?"

"Why her?" the Doctor asked, smirking, "Important, is she?"

"She won't mind. She loves the fish," he walked to the side of the box and tapped in some numbers on a keypad, a video hologram appeared in the window.

"My name is Abigail Pettigrew," the woman stated, "And I'm very grateful for Mr. Sardick's kindness. My father..."

"She starts to talk about the fish in a minute."

"…but I would not allow it. I could not have chosen this path were it not for the compassion and generosity of the great philanthropist and patron of the poor, Mr. Elliot Sardick, but I'm also surrounded by the fish, the beautiful, iridescent, magical fish..."

The Doctor and Professor wandered around the rows of containers, looking into some as Kazran stood there, watching the hologram play.

"Why are these people here?" the Professor asked, glancing back at him as the Doctor took the lamp to continue looking.

"…they catch the light as they dart through the fog..."

"What's all this for?"

"My dad lends money," Kazran said, "He always takes a family member as...he calls it security."

"Hard man to love, your dad," the Doctor commented, "But I suppose you know that."

Kazran looked down.

"Mine was too," the Professor added.

He looked up at her, startled, only for his gaze to fall to her wrist which she was absently rubbing. His hand went to his cheek where his father had struck him and she nodded, an understanding passing between them.

"…I am not alone, and I am at peace," Abigail's footage finished.

Kazran hit another button and the container lit up, starting the warming process just as a radar-like beeping sounded. He frowned and walked over to the Doctor and Professor as they looked around, "What's wrong?"

"His half of the screwdriver is trying to repair itself," the Professor mumbled, "It's signaling the other half."

"The other half's inside the...shark…" Kazran realized what they had.

"Yeah," the Doctor nodded, the Professor readying her blaster again, "Sounds like she's woken up. Ok. So it's homing on the screwdriver..."

Suddenly the shark loomed out of the fog, mouth wide and snapping. The Doctor grabbed the Professor's arm and pulled her away as it lunged at her, sending them toppling into a few boxes and to the floor as Kazran ran off through the fog and containers. They sprang up and ran after him, both trying to find the shark and the boy.

Suddenly…a soft singing echoed through the chamber. They followed it, seeing Kazran standing before Abigail's open box, watching as the woman knelt on the ground beside the shark, singing to it, calming it.

"It's not really the singing," the Professor assessed as she listened to the notes.

"Yes, it is," Kazran replied.

"Nah," the Doctor waved him off.

"The fish love the singing, it's true."

"The notes resonate in the ice," the Professor said, "Causing a delta wave pattern in the fog."

The Doctor slapped the back of his neck, "Ow! A fish bit me."

"Shush!" Kazran hissed. Abigail turned to them as she sang, smiling.

"That's also how the machine controls the cloud belt," the Professor added, "The clouds are ice crystals. If you vibrate them at the right frequency, you could align them to do as you please."

The Doctor slapped his neck again, "Ow! Why do they keep biting me?" he pointed at the Professor, "You're the one saying they don't like the singing!"

"Look," Kazran ignored him and looked at the Professor, "The fish like the singing, ok? Now both of you shut up!"

The Professor laughed a bit at his order and the Doctor made a face, "Ok."

"Oh come now," the Professor whispered to the Doctor, "The biting isn't that bad."

He pouted, "Biting's never good."

"Oh it's not is it?" she smirked and leaned forward, nibbling on his ear, making his breath hitch. She smiled, nuzzling his neck a moment as she saw a blush spreading up it, "I suppose that was equally as bad then?"

He swallowed hard, "Right. Bad, yes."

"I see," she nodded, before turning to Kazran, "We'll be just a moment," she told the boy who waved them off, wanting to hear the music uninterrupted, before she turned and grabbed the Doctor's hand, pulling him off to disappear between the iceboxes...

A few minutes later the two Time Lords reappeared, the Doctor with his bow tie undone along with the first few buttons of his shirt, his hair disheveled, face flushed red, rubbing the slight bruise that would undoubtedly appear on the junction of his neck and shoulder lightly, but with a large grin on his face.

The Professor nudged him with her hip, "Much better than chopping it, eh?"

"Oh yes," he breathed, wrapping an arm around her waist and pulling her back against his chest, "Tempting," he whispered in her ear, "You are far too tempting," and nuzzled his nose into her neck, making her shiver.

~8~

"It's bigger on the inside!" Kazran gaped as he and Abigail looked into the TARDIS from the doorway, the Doctor and Professor behind them, working on getting the shark in the icebox.

"Yeah, it's the color," the Doctor called, "Really knocks the walls back," he tapped on the container they'd just sealed, "Shark in a box, to go."

They hefted the box up between them and carried it into the TARDIS, setting it down on the floor as Kazran and Abigail stepped in after them, before heading to the controls.

"This is...amazing!" Abigail breathed as they got the TARDIS moving, with limited jolting as they didn't want to injure the shark any more than it was.

"Nah, this is transport," the Doctor waved her off, "We keep amazing..." he ran to the doors and opened them, "Out here!"

Abigail and Kazran ran to the doors, looking out as they floated in the sky, schools of fish swimming around the clouds.

"Come on, then," the Professor called to the Doctor as he moved to join her, "Let's get this shark out," she punched a few numbers to defrost it and, moments later, it burst through the box and flew out the door.

"Hey, look at her go!" Kazran cheered.

The Doctor closed the container and frowned, spotting a series of numbers, many 0s and one 8, on the front. He glanced over at Abigail, "Abigail, this number, what does it mean?"

"It pertains to me, sir, not the fish," she replied, walking over.

"Yeah, but how?"

"You are a doctor, you say? Are you one of mine?"

"Do you need a doctor?" the Professor asked her gently.

Before she could answer there was a chiming behind them.

"Ah!" the Doctor spun around, "Sorry!" they ran back to the console, "Time's up, kids!"

"Why?" Kazran wandered over.

The Professor smiled, "It's nearly Christmas Day!"

~8~

Kazran, the Doctor, and the Professor stood before the icebox, back in the vault, helping Abigail back in.

"If you should ever wish to visit again..." Abigail began.

"Well, you know," the Doctor shrugged jokingly, "If we're ever in the neighborhood..."

"They come every Christmas Eve," Kazran cut in, "Yeah, they do, every time. They promise!"

"No, we don't..." the Doctor tried to say but Kazran just closed the door.

~8~

The door opened to Abigail's box, the men wearing Father Christmas hats, while the Professor had a pair of antlers on her head, "Merry Christmas!" they cheered.

"Doctor!" Abigail gasped, "Professor!" the Professor took her hand and led her down the aisle towards the TARDIS as the Doctor carried a harness, "What are we going to do?"

"The Doctor's got a great plan!" Kazran beamed, "Wait till you hear!"

~8~

The Doctor stood before a two-wheeled open carriage, hooking up the harness, "You are out of your mind," Abigail told him.

"You know," the Professor commented, "You're not the first person to tell him that?"

"Oh ha ha," the Doctor rolled his eyes playfully at her, "Let's all poke fun at the madman with the box."

"Oh you know I prefer madmen to sane folk any day."

"So why'd you turn down the Master that one time he asked you…"

"Besides the fact the Corsair dared him?" she shook her head, "I said madmen, not psychopaths."

Abigail shook her head, eyeing the two of them, bantering and flirting, before the Doctor finished the harness, "This will never work!"

"Oh, don't think shark, think dolphin," the Doctor countered as he turned and lifted Kazran onto the seat.

"A shark isn't a dolphin!"

"It's nearly a dolphin."

"No, it isn't."

"That's where you're wrong, because...shut up," he turned around and held the sonic into the air, starting it up.

"It could be anywhere," Kazran hopped down, "Will it really come?"

"No chance. Completely impossible."

"Except," the Professor smiled, "At Christmas."

And then they heard the radar noise.

~8~

The Doctor was at the reins, flying the shark, through the clouds, pulling the carriage behind it. He whooped in delight as, after much prodding, pleading, and planting quite a few kisses, he had  _finally_  convinced the Professor to let him pilot this trip.

"How are we going to get back?" Kazran called above their laughs.

"Don't know!" the Doctor shouted.

"Do you have a plan?" Abigail asked.

"Him?" the Professor laughed, "Never!"

They laughed and cheered as they flew around the city.

~8~

"Best Christmas Eve ever!" Abigail exclaimed as she stepped back into her icebox.

"Till the next one!" Kazran promised, the three of them waving and closing the door.

~8~

"Merry Christmas!" the trio shouted as the door opened.

"Professor!" Abigail smiled, "Where to this time?"

"Did we mention, at any point, all of time and space?" the Professor asked.

~8~

"Merry Christmas!" they shouted, now wearing fezzes.

"Doctor!" Abigail laughed.

~8~

"Merry Christmas!" the Doctor and Professor shouted as Kazran stood by, a bit sullen, not really wishing to speak for fear of his voice cracking, all three wearing scarves of varying lengths and colors and patterns.

"Doctor!" she grinned, "Professor!"

~8~

"Merry Christmas!" they shouted.

Abigail began to greet them when her gaze landed on an older, teenage Kazran, looking much taller, leaner, and dressed up, wearing a small black bow tie, "Kazran!"

~8~

"You've grown," Abigail remarked, her eyes still on Kazran as they walked into the TARDIS, the Doctor and Professor already at the controls, getting ready.

"Yeah," Kazran smiled.

"And now you're blushing."

"Sorry."

"That's ok."

"So, Doctor, Professor, where this time?"

"Pick a Christmas Eve," the Professor smiled.

"We've got them all right here," the Doctor tapped the console.

"Might I make a request?" Abigail asked.

"Of course."

"This one."

~8~

Abigail stood on the street, wearing a hooded cloak, as she looked through a window and watched her family, a young woman and her husband with a few children gathered around.

"Thank you, darling," the husband kissed his wife.

"Who are they?" Kazran asked as the three of them stood a little ways away, watching Abigail.

"Her family," the Professor said, "The lady's her sister."

"We met her once," the Doctor nodded, "When she was...older."

"Abigail's crying," he whispered.

"Yes."

"When girls are crying, are you supposed to talk to them?"

"I have absolutely no idea…" he trailed, taking the Professor's hand. He'd never really seen her cry, only recounting a handful of situations and even those were the result of some colossal event that had shaken her to the core or touched her rather deeply, like regenerating into fear, offering to switch places with Rose, telling her about his love for her…he'd truly just been there, not even sure if he'd really said anything.

Kazran nodded and walked over to Abigail, leaving them to their own devices. They glanced at the window Abigail looked through before grinning and turning to each other, "I thought of it first!" they shouted quietly and laughed, rushing off.

~8~

The curtains to the window burst open and the Doctor and Professor stood there, waving Abigail and Kazran in, "Come in!" the Doctor shouted.

~8~

The Doctor sat before a small boy, one he and the Professor recognized as the father of the small family in the future, trying to show him a card trick. The Professor stood beside him, her hand on his shoulder as Kazran helped the husband with decorations, Abigail and her sister were sitting a few feet away, talking quietly.

"Pick a card, any card at all," the Doctor held out a fan of cards, "Memorize the card, put it back in the deck," he instructed the boy, "Don't let either of us see it."

The boy picked a card and looked at it, before carefully putting it back in the deck.

The Doctor shuffled it a moment before holding out a card, "The three of clubs!"

"No," the boy shook his head.

"You sure? I'm very good at card tricks."

"You're rubbish at card tricks!" the Professor laughed.

"It wasn't the three of clubs," the boy insisted.

"Well, of course it wasn't," the Doctor tossed the card away, "Because it was the seven of diamonds!" he pulled a card out from inside his pocket.

"No."

"Oi, stop it, you're doing it wrong."

"Yes," the Professor replied sarcastically, "HE'S the one doing it wrong."

"Oh hush," he tugged her down and gave her a peck, the kiss slowly growing deeper when...

"Tomorrow's dinner is cancelled!" Abigail's sister announced, standing up as everyone looked over, "As my sister refuses to attend."

"Isabella..." Abigail hissed.

"Instead...we'll have it tonight."

~8~

Everyone was sitting around the table, the Doctor and Professor at one end, everyone about to pull party crackers between them.

"Three, two, one!" the Doctor counted down, "Pull!"

Everyone cheered and laughed, the boy pulling out a playing card from his, "How did you do that?"

"Your card, I believe," he smirked.

"No!"

"Oh, shut up!"

The Professor shook her head and gave him a small kiss to cheer him up.

"Er, Merry Christmas!" Kazran toasted.

"Merry Christmas!" they all cheered.

~8~

"Best Christmas Eve ever," Abigail smiled as she hugged the Doctor, standing outside her icebox.

"Ah!" he grinned, pulling back, "Till the next one."

"I look forward to it," she hugged the Professor as well, "Now I'd like to say good night to Kazran."

"Of course," the Doctor nodded, standing there, "Well, on you go," Kazran sent him a look, "Oh! Oh, yes, right! Sorry, we'll, um, we'll go, then."

The Professor laughed, looking at Abigail, "Good night."

The Doctor nodded and turned to Kazran, "Good luck...night! Good night!" he stumbled back into a container, "Sorry," and the two turned to walk away.

"Doctor!" Kazran rushed over, glancing at the Professor almost embarrassedly.

"I'll leave you two to talk," she assured him, walking back to the TARDIS.

Kazran smiled gratefully at her before turning to the Doctor, "I, er, I think she's going to kiss me."

"Yeah, I think you're right," he nodded, pushing him towards Abigail.

"I've never kissed anyone before. What do I do?"

The Doctor sighed and put his arm around Kazran's shoulders, "Well...try and be all nervous and rubbish and a bit shaky."

"Why?"

"You'll be like that anyway. Make it part of the plan. Off you go, then!" he nudged him away again.

"What, now? I kiss her now?"

"Kazran, it's this or go to your room and design a new kind of screwdriver. Don't make my mistakes. Now, go!"

He pushed Kazran back and walked to the TARDIS, shutting the door as Kazran stood awkwardly before Abigail.

"When did you design a new kind of screwdriver?" the Professor asked, amused, she wasn't really sure exactly when he'd started planning out his sonics.

"Probably right after I saw you playing in the music room and realized I loved you," he sighed, resting his forehead against hers, winding his arms around her waist, "Worst mistake ever. I should have just told you then and there that I loved you."

She smiled at him, "I'm almost glad you didn't," he looked at her sharply, "Your sonics have gotten us out of quite a few tricky situations."

He laughed and just kissed her deeply, not even knowing Abigail and Kazran were doing the same, "You know," he breathed, pulling away a bit, "We have a year before we need to pop in again..."

She looked up at him, seeing the pink tint to his cheeks at what he was suggesting, and smiled softly at him, "But we've only an hour to save Amy and Rory," she reminded him, reaching up to cup his cheek, a smirk on her face again, "And believe me, my love, you keep this up and we'll need more than an hour."

He groaned and dropped his head on her shoulder, "I take it back, you're not tempting," he looked at her, "You, my dear, are a terrible tease."

She laughed and took his hand, "We'll finish this later," and pulled him back to the console to hop a year ahead.

~8~

The Doctor popped out of the bushes behind the Hollywood mansion hosting the party they had crashed, his tie undone, a red smudge on his cheek, wearing a white evening jacket as he pulled the Professor, in black slacks and a light pink sweater, behind him, her blaster in his other hand, holding it as far away from her as her could.

"Guys!" he shouted, spotting Kazran and Abigail kissing by the pool, "We've really got to go quite quickly. I just accidentally got engaged to Marilyn Monroe, and I can't keep the Professor back forever!" he paused, looking at them, "How do you keep going like that?" he frowned, "Do you breathe out your ears? Hello?" he tapped Kazran on the head with the butt of the blaster, "Sorry, hello?" and then Abigail, "Guys, she's phoned a chapel, there's a car outside, this is happening now!"

"Yoo hoo!" Marilyn called in the distance.

The Professor grabbed his undone tie and pulled him towards her, "If you yoo hoo I swear you will be boo hooing very soon."

He swallowed hard, "Gotta go!" he shouted to the couple, pulling the Professor away, back through the gates he'd come from, "Meet at the TARDIS!"

~8~

"I'm sorry!" the Doctor flinched back as the Professor whacked him on the arm repeatedly, "I'm sorry. You're beautiful. You're brilliant. You're gorgeous. I love you. Please don't kill me! I'm sorry!"

"Can I toss her into a black hole?" the Professor glared at him.

"No…we can't go killing famous socialites."

"She kissed you!"

"Only on the cheek…"

"ONLY?"

And then the Doctor, seeing her growing more furious, grabbed her shoulders and pulled her to him, kissing her as passionately as he could. He held on as long as he could before air became an issue and he pulled away, leaving them both breathless.

He gave her a small smirk, "I'd bet you're better than Marilyn."

Her jaw tensed a moment, but with his one hand stroking her arm and his other hand her cheek…she sighed, "I better be."

"You most certainly are," he reassured her. She raised an eyebrow and he floundered, "Not that I would know how Marilyn Monroe kisses!"

She just shook her head and laughed, resting it on his chest a moment, this body truly was VERY possessive. He smiled softly and put an arm around her, just holding her to him before dropping a kiss on her head.

"Good night, Abigail," Kazran said behind them as he quietly escorted Abigail to her icebox.

"Good night, Kazran," her voice broke as she turned and he closed the door behind him.

The Doctor's arm slid down to the Professor's hand and they walked over to the young man, "There we go. Another day, another Christmas Eve. We'll see you in a minute, eh? I mean, a year."

"Doctor...listen, why don't we leave it?"

"Sorry, leave what?"

"Oh, you know. This. Every Christmas Eve, it's getting a bit old."

"Old?" the Professor frowned.

"Well, Christmas is for kids, isn't it? I've got some work with my dad now, I'm going to focus on that. Get that cloud belt under control."

"Sorry…we didn't realize we were boring you."

"Not your fault," Kazran shrugged, walking away, "Times change."

"Not as much as we'd hoped. Kazran," the Doctor sighed, before rushing over to him, "I'll be needing a new one, anyway. What the hell..." he handed him the sonic, "Merry Christmas."

"If you ever need us, just activate it," the Professor told him, "We'll hear you."

"I won't need you," he said harshly.

"What's happened Kazran?"

"What are you not telling us?" the Doctor eyed him but Kazran just walked off, "What about Abigail?"

"I know where to find her," he held out his hands before striding out of the vault.

~8~

The Doctor and Professor watched as Kazran walked into his room the next year, straight over to a desk drawer and pulled out the Doctor's sonic. A moment later he spun around to see them standing in the window. He walked over, the Doctor leaning down to smile at him but Kazran just closed the curtains in their faces.

The Professor sighed, "Plan B then."

~8~

"Hello!" a green hologram of Amy in her police uniform appeared in the older Kazran's sitting room.

He spun around with a gasp, "Who are you? What are you doing here?"

"Didn't think this was over, did you? I'm the Ghost of Christmas Present."

"A ghost? Dressed like that?"

Rory, dressed as a Roman, suddenly pushed her aside, "Eyes off the skirt," and Amy shoved him out of the way.

"You turned into a Roman," Kazran remarked.

"Yeah," she laughed tensely, "I do that. I also do this…"

She disappeared.

"Do what? What are you talking about?" he frowned, hearing 'Silent Night' being sung from a distance. He followed the sound till he entered the ice vault where a number of people, green holograms, stood singing.

"They're holograms," Amy appeared behind him, "Projections, like me."

"Who are they?"

"The people on the ship up there. The ones you're going to let die tonight."

"Why are they singing?"

"For their lives. Which one's Abigail?" Kazran looked at her sharply, "The Doctor and Professor told me."

"Did they now?"

"They don't hold back. You know them."

"How do I? I never met them before tonight. Now I seem to have known them all my life. How? Why?"

"You're the only person who can let that ship land. They were trying to turn you into a nicer person. And the Doctor was trying to do it nicely. Trust me, the Processor would have just as easily held you at gunpoint to save us."

"They've changed my past. My whole life!"

"Time can be rewritten."

"You tell the Doctor and Professor, tell them from me, people can't," he stormed past the holograms, breaking them up, till he stopped before Abigail's container.

"That's Abigail?" Amy asked, following.

"I would never have known her if the Doctor and Professor hadn't changed the course of my whole life to suit themselves."

"Well, that's good, isn't it?"

"No."

"Why is she still in there? You could let her out any time. "

"Oh, yes. Any time at all. Any time...I choose," he put his hand on the window.

"Then why don't you?"

"This is what they did to me. Abigail was ill when she went into the ice. On the point of death. I suppose the rest in the ice helped her, but she's used up her time. All those Christmas Eves with me. I could release her any time I want...and she would live a single day," he looked at Amy, "So tell me, Ghost of Christmas Present, how do I choose which day?"

"I'm sorry. I really am. I'm very, very sorry. But you know what? She's got more time left than I have. More than anyone on this ship."

"Good."

She sighed, "Rory, widen the beam."

The room flickered and Kazran was transported onto the flight deck of the ship as the captain and her pilots struggled for control.

"Update on engine one..." the captain called.

"How did I get here?" he looked around.

"You didn't," Amy replied, "It's your turn to be the hologram. Since you're going to let a lot of people die, I thought you might like to see where it's all gonna happen."

"The singing...what is it? I don't understand."

"The Professor's idea," Rory called from a side panel on the wall, "The harmonies resonate in the ice crystals. The fish like it. She thought it might stabilize the ship. But it isn't working. It's not powerful enough."

"Why are they still singing, then?"

"Because we haven't told them," the captain turned around, "I understand you have a machine that controls this cloud layer. If you can release us from it, we still have time to make a landing. Nobody has to die."

"Everybody has to die," Kazran remarked.

"Not tonight," Amy countered.

"Tonight's as good as any other. How do you choose?"

Amy sighed, "Doctor? Professor?"

"Yeah?" the Doctor called over a comm..

"Are you hearing this?"

"And seeing it," the Professor sighed, looking at the Doctor from where they had been watching it all through the monitor of the TARDIS.

"They're here?" Kazran looked around, "Where are they? Doctor? Professor?"

Rory turned off the hologram and Kazran disappeared.

~8~

"Doctor!" Kazran gasped, back in the ice vault, turning to see the Doctor and Professor leaning against an icebox, "Professor!"

"We're sorry," the Professor told him, "We didn't realize."

"All my life, I've been called heartless. My other life, my real life, the one you rewrote. Now look at me."

"Better a broken heart than no heart at all," the Doctor countered.

"Oh, try it. You try it. Why are you here?"

"'Cos we're not finished with you yet," he walked forward, "You've seen the past, the present...and now you need to see the future."

"Fine! Do it! Show me! I'll die cold, alone and afraid. Of course I will, we all do! What difference does showing me make? Do you know why I'm going to let those people die? It's not a plan. I don't get anything from it. It's just that I don't care. I'm not like you. I don't even want to be like you! I don't and never, ever will care!"

"And we don't believe that."

"Then show me the future. Prove me wrong."

"We are showing it to you. We're showing it to you right now. So what do you think?" he looked over Kazran's shoulder. He turned to see his younger self standing there in pajamas and a robe, "Is this who you want to become Kazran?"

"Dad?" young Kazran breathed.

Kazran dropped his cane and lifted his hand, as though to strike the boy, before stopping suddenly and starting to cry, "I'm sorry. I'm so, so sorry…" he reached for himself but the boy took a step back, scared, "It's ok, don't be frightened," he put a hand on the boy's shoulder and pulled him into a hug, "I'm...I'm so, so, so..."

"Kazran," the Professor stepped forward, "We don't have much time."

~8~

"Hello, hello!" the Doctor called, bringing up an image of the flight deck on a small computer comm. in Kazran's sitting room, "Ah, hello, everyone. Prepare to lock on to my signal."

"Doctor, what's happening?" Amy asked.

"We just saved Christmas. Don't go away!" and he cut the connection, spinning around and walking over to the machine in the back where Kazran was working with the Professor, young Kazran standing off to the side, "We good to go, then?"

"The controls won't respond," the Professor shook her head.

"They're isomorphic," the Doctor frowned, "Tuned to his brainwaves," he looked at Kazran, "They'll only respond to you."

"They won't," he shrugged.

"That doesn't make sense, why wouldn't..."

"Oh!" the Professor's eyes widened and looked at the Doctor.

"Oh, of course. Stupid, stupid Doctor!"

"What's wrong?" Kazran frowned, "Tell me, what is it, what..."

"It's you," the Professor told him, "We've changed you too much, the machine doesn't recognize you."

"But my father programmed it..."

"He would never have programmed it for the man you are now," the Doctor sighed.

"Then what do we do?"

"Um...um...I don't know, I don't know."

"Give me a couple hours and I could override the isomorphic controls," the Professor remarked, "But we don't have the hours to spend."

"There must be something!" young Kazran tried.

Kazran quickly pulled out half the sonic from his pocket, "This! You can use this! I kept it, see? "

"What, half a screwdriver?" the Doctor shook his head, before a thought struck him, "With the other half up in the sky in a big old shark, right in the heart of the cloud layer…"

"We use your aerial to boost the signal!" the Professor realized, seeing what he had seen, "Set up a resonation pattern between the two halves...that would work! "

The Doctor grinned, "My screwdriver, coolest bit of kit on this planet. Could do it."

"Do what?" Kazran asked.

"My screwdriver is still trying to repair. It's signaling itself. We use the signal, but we send something else."

"Send what?" young Kazran asked.

The Doctor hesitated.

"Well?" Kazran looked at them, "What? What?"

The Doctor sighed, "We're sorry, Kazran. We truly are."

"I don't understand."

"We need to send something into the cloud belt, something we know works. We need her to sing."

~8~

"Her voice resonates perfectly with the ice crystals," the Professor explained as they stood in the vault, Kazran starting the heating process on Abigail, "It calmed the shark. It will calm the sky, too."

"Could you do it?" Kazran looked at them, "Could you do this? Think about it. One last day with your beloved. Which day would you choose?"

"Christmas," Abigail stepped out before they could answer, "Christmas Day," she smiled at Kazran, "Look at you," she put a hand on his cheek, "So old now. I think you waited a bit too long, didn't you?"

"I'm sorry."

"Hoarding my days, like an old miser."

"But...if you leave the ice now..."

"We've had so many Christmas Eves, Kazran. I think it's time for Christmas Day."

~8~

"When you're alone…" Abigail sang into the sonic as she stood outside the manor, wires running from the house to it, making it like a microphone, connected to the spire, "Silence is all you know…"

"Well?" Kazran asked as the Doctor adjusted a few wires.

He shook his head frantically, "It's…not enough…the storm, it's too turbulent," he looked at the Professor, "It's not a powerful enough melody to resonate yet…"

"When you're alone…" Abigail started.

And then the Professor walked over to her, reaching out and lightly putting her hand on Abigail's, bringing the sonic between them, "Silence is all you know…" they sang, in perfect harmony.

The Doctor looked up as a flare went through the sky and laughed, just beaming at her, "The singing's resonating in the crystals," he explained quickly to the Kazrans, "Feeding back and forth between the two halves of the screwdriver."

"Let in the noise and let it grow," they sang.

"One song, filling the sky. The crystals will align, I'll feed in a controlled phase loop, and the clouds will unlock."

"What does that mean?" young Kazran asked, "What happens when a cloud unlocks?"

"Something that hasn't happened in this town for a very long time now," he grinned.

"When you're alone, silence is all you see…" they looked up as snow began to fall around them, making them all smile, "When you're alone, silence is all you'll be…give me your hand and come to me!"

The Kazrans looked around in wonder as families ran out to look at the snow.

The Professor looked up at the storm, seeing it calming quite a bit and turned to Abigail. The woman nodded holding the sonic towards her, "When you are here, music is all around," the Professor sang on her own.

She smiled at Abigail, squeezing her hand before letting go of the sonic, allowing the woman to finish the song, knowing her voice would be enough to keep the clouds calm.

Abigail watched as the Professor walked over to the Doctor and shared a deep, gentle kiss before she turned to the older Kazran, smiling warmly at him and singing, just to him, "When you are here, music is all around…"

Kazran smiled and walked over to her, allowing her to put a hand on his cheek as she sang.

The Professor put her arm around the Doctor's waist, his arm around her shoulder as they led the young Kazran back to the TARDIS.

"Open your eyes…don't make a sound!"

They looked back at Abigail and Kazran a moment before turning back to young Kazran, "Let's go," the Doctor smiled, ushering him into the TARDIS.

"Let in the shadow…let in the shadow, let in the light of your bright shadow…"

And as the song played on, they stepped into the TARDIS and disappeared, leaving behind the carriage and shark harness.

~8~

The Doctor rubbed noses with the carrot stick nose of a small snowman when something wet and cold smashed into the back of his head. He looked over to see the Professor preparing another snowball and it was war…

The Doctor spinning the Professor around by the waist with one arm while smashing a snowball into her hair with the other was the sight Amy and Rory found when they finally managed to track down the Time Lords after landing.

The Professor then managed to 'lose' her footing, taking the Doctor down with her into a pile of snow just beside the snowman.

"You know, that could almost be mistaken for a real person," Amy laughed, walking over, "The snowman isn't bad, either."

The Doctor stopped laughing long enough to look over at Amy and Rory, both still in costume, "Ah, yes, you two! About time!" he got up and pulled the Professor up when he noticed something, "Why are you dressed like that?"

"Ah, kind of lost our luggage," Rory shrugged, "Kind of crash landed…"

"Yeah, but why are you dressed like that at all?" the Professor tried her very best not to laugh.

"They really love their snowmen around here," Amy changed the subject, "I've counted about twenty."

"Yeah, we've been busy," the Doctor put has arm around the Professor's waist.

"Yeah, yeah, you have," Amy smiled and moved to hug them both tightly, "Thank you."

"It was our pleasure," the Professor pulled away and hugged Rory as well.

"Right, come on, then, let's go!" the Doctor clapped, turning to head for the TARDIS.

"Got any more honeymoon ideas?" Rory joked.

"There's a moon that's made of actual honey!"

"Not actual honey," the Professor corrected.

"And it's not  _actually_  a moon…"

"And technically, it's alive…"

"And a bit carnivorous…"

"But there  _are_  some lovely views."

Amy laughed, "Only you two could find 'lovely views' on a carnivorous moon."

"Yeah, great, thanks," Rory rolled his eyes, entering the TARDIS.

Amy hesitated entering and looked at them, "Are you ok? "

"Course we're ok," the Professor nodded, "Are you?"

"Of course," she looked up at the sky, "It'll be their last day together, won't it?"

"Everything has to end some time, otherwise nothing would ever get started," the Professor replied wisely.

Rory opened the door and looked at the Doctor, "Your phone was ringing. Someone called Marilyn. Actually sounds like THE Marilyn."

"Doctor?" Amy turned to him.

"I'll take that one," the Professor smiled far too sweetly and moved to head in.

The Doctor grabbed her arm and pulled her back, wrapping his arms around her waist as he held her back to his chest, "Tell her she's got the wrong number."

Rory eyed him a moment but headed in anyway.

"Where are they?" Amy asked after a moment, "Kazran and Abigail."

"Off on a little trip, I should think," he remarked.

"Where?"

"Christmas."

"Christmas?"

"Christmas," the Professor nodded.

Amy shook her head and walked in, leaving the two to look up at the sky.

"Halfway out of the dark," the Doctor breathed, taking the Professor's hand and entering the TARDIS, they had some unfinished business to attend to...

* * *

**Notes for the Chapter:**

> The next (and last!) chapter will be from the Sarah Jane Adventures, the Death of the Doctor episode featuring the 11th Doctor (and Professor). As I did with the Wedding of Sarah Jane Smith, I'll try and explain what's happened off screen and before the Doctor and Professor arrive, but I'd also recommend watching the episode on youtube or somewhere, it's brilliant :)
> 
> When I've finished uploading this series I'm going to create a little spin-off series for the Academic Series, Recollections, where I'll take requests of any scenes you guys wanted to see that I only mentioned in the whole series or that the show itself mentioned but didn't show on screen. Some I can think of are Space Florida, the Oriental Express in space, saving the world from the crawlspace under a house, and the Magmazard.


	15. Death of the Time Lords

Sarah Jane Smith and Jo Jones nee Grant cheered as Clyde informed them that the supposed death of the Doctor and the Professor had been faked, all a ruse created by the Shansheeth, the horrible vulture-like undertakers of the Universe, and a traitor within UNIT. It had all been a ploy to get the two women, two previous Companions of the Doctor, there for some evil purpose which they didn't quite know yet. They should have been angry at being played by a trusted organization like UNIT, tricked into thinking the Doctor and Professor had died, that their bodies were lying inside a lead lined coffin in another section of UNIT about to be blasted into outer space, but they couldn't. They were just so relieved to hear the two Time Lords were alright.

"If they're lying that means the Doctor and Professor are still alive!" Jo beamed, she'd been stunned to hear the Doctor had died as well as another Time Lady, and when she'd met Sarah Jane and been informed that the Time Lady was also his wife…she'd been heartbroken to miss the chance to meet the woman.

"Yes!" Sarah Jane shouted, turning to high-five Jo.

"Course we're still alive Jo, I'd have thought that was obvious," Clyde spoke but in a voice not his own, "Catch up."

"I beg your pardon?" Jo frowned.

"Clyde is that you?" Sarah Jane eyed him carefully.

"Course it's not, it's  _me_!" Clyde said, "I'm using Clyde as a receiver. The Professor's keyed into his residual Artron Energy to organize a very complicated biological swap across ten thousand light years hold on…"

Suddenly Clyde shook, jolted by energy, the same energy that had been crackling from his hand since they arrived in UNIT.

"That wasn't me," Clyde shook his head, himself again, "That wasn't me speaking. I'm getting…" he trailed off, holding up one hand to see it was white, "That's not my hand. It's…my hand's not white…"

He groaned as he was shocked once again, twitching as a man in a tweed jacket and bow tie appeared in his place, before switching back to himself, over and over.

"Sorry Clyde," the man apologized, "But. This. Space. Is. Taken!" and with a final jolt, the man in the bow tie was left standing there, "Good…so, gosh that was different. Hello everyone."

"Who are you?" Rani glared at him, "Where's Clyde?"

"Come on Rani," he rolled his eyes, "Use your brain."

"Clyde and him have swapped places," a voice said behind him as a woman with strawberry blonde hair wearing a jean jacket and white skirt appeared in a flash of electricity, "We're where he was, so he's where we were, which means he's in a lot of trouble right now."

He turned to her, a bit shocked, "How did you get here?"

"I rewired the device to teleport me to the last location the Artron Energy deposited you," she explained simply.

"Huh…"

"You bring him back!" Rani demanded, "Whoever you are!"

"No, no, Rani don't you see?" Sarah Jane smiled, looking at the two strangers, "It's you, isn't it? You've done it again? Doctor? Professor?"

"Hello Sarah Jane," the Doctor beamed.

"Hi," the Professor gave a little wave.

" _That's_  the Doctor and Professor?" Rani gaped, stunned.

"What Doctor?" Jo frowned, " _The_  Doctor? My Doctor?"

"Well…he can change his face," Sarah Jane explained.

"I know, but into a baby's?"

"Imagine it from my point of view," the Doctor cut in, "The last time I saw you Jo Grant you were what? 21? 22? It's like someone's baked you."

"Jo Grant?" the Professor looked at him a moment before turning to the blonde woman, "You're Jo Grant?"

"Yes…" she answered slowly.

The Professor beamed and quickly hugged her, "It's a pleasure to meet you!" she pulled back, "I'm the Professor, the Doctor's Bonded, er, his wife," and then turned to the Doctor, "I  _love_ meeting your former Companions. They're  _so_  amazing!"

Sarah Jane and Jo beamed at that, though Jo a bit stunned at actually meeting the girl in person.

"Everyone!" her grandson Santiago cut in, "Meanwhile…" they turned to see three Shansheeth striding down the hall towards them.

The Doctor frowned and stalked towards them.

"The Claw Shansheeth of the 15th Funeral Fleet," the Professor assessed as she stood before the humans, blocking them from the Shansheeth as the Doctor confronted them.

"We've been looking for you!" he glared, "Have you been telling people we're dead?"

"I apologize the death notice was released a little too soon…" one of the Shansheeth said, "Though I can rectify this immediately!" he threw out his hand, firing a red beam of energy straight at the Doctor, striking him in the chest for only a moment before he snapped his hand back, a beam of light striking it.

"Try that again," the Professor threatened coldly, her blaster out and aimed, "And next time I won't 'miss.'"

The Doctor pushed himself to his feet as the Shansheeth held up their hands in surrender. There was a flash of light and the Doctor disappeared, leaving Clyde in his place.

He stood there, confused, and turned around to face them, "I…was on a planet…"

"Never mind that!" Sarah Jane shouted, gesturing him to run to her.

The Professor took three shots, striking each of the Shansheeth in the back left wing, making them stumble back, "Run!" she shouted to him.

Clyde ran towards them, the Professor waiting till he'd gotten past her before turning to run after the humans. Sarah Jane opened a door at the end of the hall, ushering them through, Rani, Santiago, Jo, and then suddenly it was the Doctor, back again. He jumped through the doorway and Sarah Jane looked at him, confused.

"Come along Smith!" the Professor grabbed her arm as she ran past, pulling her through as well.

They dashed down another hall, the Professor now leading them towards a small room they could hide in for now. She opened the door and ran in, holding it open as the Doctor stood by the doorframe, guiding everyone in, "In, in, in, in, in, in, in!" he rushed them.

"I'm sorry, is there a problem?" a woman in a UNIT cap walked over.

The Doctor ran into the room and the Professor slammed the door in her face. The Doctor opened it a moment later, "Sorry, we were…slamming it…" and then he slammed it as well. He turned around and looked at the group.

"Right," the Professor took charge, "We need to lock it."

"Come on use sonic lipstick!" the Doctor motioned Sarah Jane forward.

Sarah Jane frowned but headed towards him anyway, "Haven't you got the sonic screwdriver?"

"They took it," the Professor told her.

Sarah Jane nodded and flashed the door with her sonic lipstick, a little gift from the Doctor.

"Wow!" Jo gasped, "They do sonic lipsticks now?"

"Well, we're running out of time," the Doctor looked at them, "We need you, Sarah, and you, Jo…" he took their hands in his as the Professor walked over and put her arms around his neck, holding on.

"Need us for what?" Jo looked at him.

"Remember the old days when I'd go zooming off to far away worlds?" he smiled, and suddenly they disappeared in a flash of energy, reappearing on a red, desert-like planet.

"No," the Professor muttered, walking over to a scepter-like device on the ground, the one they had used to swap the Doctor for Clyde, it had been a rush job and the machine was starting to fail, "Don't do that…" she sighed, rubbing her head and called to the Doctor, "We need to get it working properly."

"Where are we?" Sarah Jane breathed as she and Jo looked around in awe.

"The Wasteland of the Crimson Heart," the Doctor told them, "Planet Earth's that way…" he pointed to somewhere behind them as he moved to crouch down beside the Professor, "Bit of a long walk."

"Sarah," the Professor looked up at her, as Jo and Sarah Jane turned to look around, "Could we borrow your sonic please?"

"Wow," Jo shook her head in wonder, "Oh, so many years since I was on another planet."

"Me too," Sarah Jane nodded.

The Doctor shook his head, but had a smile on his face as his two Companions stood in awe.

~8~

"There…" the Professor held up a wire for Sarah Jane to attach with the sonic, "…and there…"

"Did it hurt?" Sarah Jane asked them quietly.

"…and there…" the Doctor added, pointing to another area.

"I mean the regeneration. Those last bodies of yours, were they ok in the end?"

The Professor honestly couldn't answer. By the time she was regenerating she was almost looking forward to it. She just wanted to leave behind the stone cold soldier, even if she had regained something like humanity in the end, she was still far too much like a soldier to be happy. And the thought that she was about to start a new life with the Doctor, both of them together...how could she be upset with that?

"It always hurts," the Doctor remarked. The Professor took his hand in her own, squeezing it.

"…and there," the Professor pointed to another area.

Sarah Jane nodded to herself, before taking a breath, "So how did you end up in this place?"

The Doctor grinned as he stood up, Sarah Jane dusting off her hands, "For once it  _wasn't_  my fault!"

The Professor shook her head, standing as well, "You're never going to let me live this down are you?"

"Nope!" he beamed, before putting an arm around her waist and pulling her back to him, "The Professor nearly begged to go see this 'mighty old battlefield just begging to be explored,'" he laughed, "And we found out it was just a trap by the Shansheeth. 'Cos we're travelling with Amy now."

"And Rory," the Professor added, "They got married."

"So we dropped them off at a honeymoon planet, which isn't what you'd think. It's not a planet for a honeymoon it's a planet  _on_  a honeymoon, it married an asteroid. And they nicked the TARDIS."

"The Shansheeth, not Amy and Rory," she sighed, "Luckily we had all the wreckage to build a…"

"Space whopping do da thinga-ma-whatsit."

The Professor shook her head but let him call it what he wanted.

"So you've got a married couple in the TARDIS?" Jo asked as she watched them, sitting on some debris.

"Mr. and Mrs. Pond," the Doctor nodded.

"I only left you because I got married."

The Doctor frowned a moment, uncomfortable, and pointed at a random bit of the device, "And there…"

"Doctor," the Professor looked at him, eyeing him meaningfully. She was not about to let him run away from a former Companion when they needed to talk to him.

"Did you think I was stupid?" Jo asked meekly.

The Doctor looked at her, stunned, "Why do you say that?"

"Well…I was a bit dumb. Still am I suppose."

He shook his head, walking over to her, "Now what in the world would make you think that? Ever, ever, ever?"

Jo sighed as the Doctor sat down by her, "We'd been travelling down the Amazon for months and we'd reached a village in Cristalina and it was the only place for thousands of miles that had a telephone. So I called you. I just wanted to say hello. And they told me that you'd left, left UNIT, never came back. So I waited. I waited because you said you'd see me again. You did. I asked you and you said yes. You promised. So I thought, one day I'd hear that sound deep in the jungle, I'd hear that funny wheezing noise and a big blue box right in the middle of the rainforest. 'Cos, see, he wouldn't just leave, not forever. Not me. I waited my whole silly life…"

"Oh, but you're an idiot!"

"Well there we have it," Jo sniffled.

"No, no, no, but don't you see? How could I ever find you? You spent the past 40 years living in huts, climbing up trees, tearing down barricades. You've done everything from flying kites on Kilimanjaro…" he looked at the Professor who smiled.

"Sailing down the Yangtze in a tea chest," she supplied with a grin. Jo certainly had gotten around, becoming an activist, inspiring her family to fight for what was right, all across the world.

"Not even the TARDIS could pin you down," he sent a wink at the Professor, "Needed a better tracker…"

"Hold on…" Jo looked at them, startled, "I  _did_  sail down the Yangtze in a tea chest. How did you know?"

"And that family. All 7 kids, 12 grandchildren, 13th on the way, he's dyslexic but that'll be fine. Great swimmer."

"So you've been watching me, all this time?" she started to smile.

"No," he admitted, solemn, "Because you're right, I don't look back, I can't. But, you know, the last time I was dying the Professor made me look back on all of you, every single one, and…" he smiled, "I was  _so_   _proud_."

"It really is you, isn't it?"

"Hello!"

Someone blew on a whistle and they looked over to see Sarah Jane stand up, "Sorry, but we've got that lot back at home with the Shansheeth."

"Yes, yes," the Doctor nodded, getting up, "And uh…we still need you Jo."

"In that bag of yours I can smell black currant, is it buchu oil?" the Professor asked.

"Handpicked in Mozambique," Jo nodded, walking over and handing it to her.

"Just perfect!" the Professor grinned, opening the top of the device, "These circuits just need a little connectivity."

"Wonderful!" the Doctor beamed, "Little tiddly drops…that's it! What a team."

"There we go…" she put the top back on, "That should work!"

"Intergalactic molecular streaming with just a hint of black currant."

"Oh, but what'll happen to Clyde?" Sarah Jane asked, concerned.

"Don't worry," the Professor reassured her, "I've rewired it again, it'll send us back and leave Clyde where he is."

The Doctor nodded, "All we needed were you two. Oil and sonic," he took their hands, "Hold tight," and the Professor put her arms around him once more as they disappeared in a bolt of energy, appearing in the hallway of UNIT.

"Whoops!" he frowned as they heard the shouting of the children coming from the vents, it seemed they had gone wandering off and gotten themselves trapped somewhere, "Then again, maybe leaving Clyde in the same place wasn't such a good idea."

"Look out!" Sarah Jane ran over, flashing the sonic lipstick against the grating, "Stand back!"

"Ventilation shaft," the Professor shook her head as the Doctor pulled the grating off, "That takes me back…" she smirked at him.

"Or even forwards," he joked, knowing she was thinking back to the shafts on Kroptor, the fact that she was able to laugh now at a time involving Rose meant the world to him, she truly was moving forwards in all regards.

The Professor crawled in, the Doctor behind her.

"Hurry up!" they heard Santiago shout, "They're going to boil us alive."

"Hold on we're coming!" the Doctor called. He could feel the heat in the shafts, growing higher as they continued on. Whoever had trapped the children was increasing the heat to harm them.

"Don't worry Santiago, I'm here!" Jo yelled behind them before something banged against the shaft opening.

"Doctor!" Rani screamed, "Professor!"

"Jo?" the Professor looked back.

"Sarah?" the Doctor shouted.

"They're roasting us!" Clyde called.

They looked back and forth between the opening and the rest of the shaft.

"Let us out!" Rani screamed.

They looked at each other, "They'd want us to get the children," the Professor breathed.

The Doctor nodded and they continued forward.

~8~

The Doctor crouched before a small device that was glowing red on the wall just by the grilling that would lead to the room the kids were being kept in. He frowned, tweaking a wire, trying to get it to open when the Professor pulled out her blaster and fired at it.

"And…release!" she smiled, the device sparking as the grilling slid up. The Doctor turned and came face-to-face with Clyde, standing in a room that was glowing red from the heat.

"Blimey!" Clyde breathed, looking at the Doctor intently before glancing at the Professor, "You really have changed faces haven't you? I couldn't see you before I was too busy swapping."

"Oi!" Rani shouted, "We're still cooking back here."

"Where's my Gran?" Santiago peeked around him.

"Right, yes, sorry, uh," the Doctor shook his head, "She's in danger…along with Sarah Jane…so we better…uh," he twisted a bit, trying to turn, "Can't turn round…"

"Shuffle backwards," the Professor remarked as she started to move back.

"Oh, yes, right," he began to move back as well, Clyde, Rani, Santiago, and a little blue alien, a Groske, following.

"Even your eyes are different!" Clyde continued as he crawled, facing the Doctor, "It's weird 'cos I thought the eyes would stay the same…can you change color or are you always white?"

"No, we can be anything," the Doctor stated.

"And is there a limit? I mean, how many times can you change?"

"507."

"Oh…"

"He's joking," the Professor added as they quickly piled out of the vent and into the hall. Suddenly a whirring started up, "It's started," she looked at the Doctor and he nodded, the two of them taking off down the hall with the children following after.

The Doctor ran straight to the door of the room the noise was coming from, banging on it, "Oh they've sealed it off!"

"Jo, Sarah!" the Professor shouted through it, "Can you hear us?"

"Doctor!" they shouted, "Professor!"

"They want the key!" Sarah Jane added, "They've got the TARDIS and a Memory Weave!"

"Too late," they heard another woman, the same woman who had asked the if anything was wrong before, shout, "Full activation!"

"Concentrate, think of the key," the Shansheeth were ordering.

"Try and find a way in!" the Doctor turned to the kids and they ran around, looking. A Memory Weave could be dangerous in the wrong hands. It was a machine that drew on the memories of those harnessed to it, creating a physical manifestation of the thing remembered. It could literally pull the memories out of a person's mind if need be.

The Professor put her hand to the door and shook her head, no getting in that way, it was too heavily blocked and locked.

Santiago seemed to share her sentiments for he added, "There's nothing! We're gonna need a bulldozer!"

"I've got the original here you can have it but let them go!" the Doctor turned back to the door.

"You let the Doctor inside this room and he will destroy us," the woman yelled.

"Oi!" the Professor called, "Trust me, the Doctor's NOT the one you need to worry about."

The Doctor just pulled her back, she was getting just as worked up as when Amy and Rory had been trapped in the crashing ship.

"Keep going!" the woman inside shouted.

"Think of the TARDIS," the Shansheeth hissed, "The key, remember."

"Fight it Sarah Jane!" Jo was yelling, "Try to think of something else."

"I can't!" Sarah Jane cried.

"Neither can I!"

"The memories coalesce!" the Shansheeth cheered, "The key! It takes shape."

"Don't!" Jo shouted, "Don't!"

"I can't stop!" Sarah Jane gasped.

"What do we do Doctor?" Clyde looked at them intently, their time was running out, "Professor, what do we do?"

"Do you think…" the Doctor looked at the Professor, relaying a plan.

"It could work," she nodded, "Because…the Shansheeth are  _making_  them remember."

"I know!" Clyde cried, exasperated.

"But don't you see…" the Doctor grinned.

"I don't see anything!"

"We do the same," the Professor nodded, rushing to a small control panel and flicking a switch, "Opening comms.."

"Yes!" the Doctor ran over, "Sarah, Jo! Can you hear us?"

"The key!" Sarah Jane called, "It's almost ready!"

"Listen to us all of you," the Professor began, "We  _want_  you to remember."

"We are doing it," Jo replied, "That's the trouble."

"No, no, we want you to remember  _everything_!"

"Every single day with me," the Doctor agreed, "Every single second."

"What're they doing?" the woman screeched.

"Because your memories are more powerful than anything else on this planet," the Professor told them.

"So think of them Sarah," the Doctor called, "Remember them Jo, but properly, properly."

"Give the memory  _everything_. Every planet…"

"Every face…"

"Every madman…"

"Every loss…"

"Every sunset…"

"Every scent…"

"Every terror…"

"Every joy…"

The Professor smiled, "Every Doctor."

He grinned, "Every me."

The Professor glanced back at the kids, "And yes, we do this a lot apparently."

"I remember," Sarah Jane cheered.

"No!" the woman screeched.

"Memory Weave overloading," a computer reported.

"I remember!" Jo breathed.

"We need that key!" the woman shouted, "What is happening? What is happening?"

"Initial target lost," the computer added.

"The device is overloading," the Shansheeth gasped, "Too many memories. Too many!"

The Doctor turned to the kids, knowing they needed just a bit more to stop the Weave completely, "Come on! Come on! Tell them! Tell them!"

"Remember us Sarah Jane!" Clyde ran to the door, "Remember Maria and her dad. And all the stuff we did. Like the Gorgon."

"And the clones!" Rani grinned, "And the zodiac. And the Mona Lisa!"

"All of it!" Sarah Jane agreed, "All of it!"

"Just think Gran!" Santiago added, "All the countries you've been to!"

"Every country in the world," Jo laughed.

"Weave starting self destruct," the computer reported.

"We've broke a circuit!" Sarah Jane shouted

"I can't get out!" Jo called.

"I've got you!"

"Now we're in trouble," the Doctor went grim, turning to the kids, "The Weave's about to blow up…and we can't get them out."

"What?" Rani's eyes widened in horror.

"You can't escape!" the Shansheeth threatened, "We need the key!"

"Weave now entering detonation phase," the computer announced.

"I can't unseal the door!" the woman shouted, the sounds of machinery sparking blaring over the comm., "The power's gone!"

There was a faint sound of a sonic before it sputtered out, "We've drained it…" Sarah Jane's voice reached them from the door before there was a banging on it, "Doctor! Professor! We can't get out!"

"We can't open it," the Professor shook her head, looking around for a way to help them.

"No sonic screwdriver," Sarah Jane realized.

"It's inside the TARDIS," the Doctor swallowed hard.

"And we can't get in 'cos guess what?" she laughed, "We stopped ourselves from getting the key…oh that was clever"

"I just want to say," Jo spoke up, tears in her voice, "I'm so glad I saw you again. I waited all this time and it was worth it. Every second. The funny thing is though, your funeral turned out to be ours instead."

"Our funeral…" the Professor looked up suddenly.

"Doctor, Professor, all of you," Sarah Jane added, "You'll look after Luke for me please?"

"No, no!" the Professor shouted, excited, "But listen! Our funeral! Don't you see!" the Doctor looked at her, confused, "It's our  _funeral_!

"With a lead lined coffin!" Sarah Jane and Jo realized at once.

"Yes!" the Doctor cheered, running to the Professor and pulling her into a hug, spinning her around before kissing her deeply, only to pull away a moment later and look at the Groske, "How much time have they got?"

"Big bang," the alien shrugged, "10 seconds."

"Come on!" the Doctor pulled the Professor down the hall with the kids.

"10…9…" the Groske stood before the door, counting down, "8…7…6...5…4…3…2…" and then he seemed to realize where he was and dashed off to the left just before the door exploded off its hinges.

The Doctor, Professor, and the children stood up, coughing and trying to wave the smoke out of their faces as they walked towards the door. The Doctor stopped and looked at Rani, "What do you mean the Mona Lisa?"

"Another time Doctor," the Professor tugged him towards the room.

"Come," the Groske called, walking in, "Smells like roast chicken."

The Professor looked around the room, spotting two flat boards that Sarah Jane and Jo had been harnessed to and the blown up bits of the machine that had controlled the Weave before spotting the TARDIS, not a scratch on her, just in the back of the room.

"Now then," the Doctor walked over to the coffin, "Smith and Jones," he and the Professor lifted up the lid and revealed Sarah Jane and Jo safely inside, hugging each other. They looked up at the group and started laughing in relief.

"The coffin was the trap, but the coffin was also the solution," the Professor smiled.

"That's so neat, I could write a thesis!" he looked back at Jo and Sarah Jane, "Well, come on you two, out you get," the two women just hugged and laughed more, making him laugh too, "Yes…"

~8~

The Professor opened the door of the TARDIS after she had landed, holding it open for the kids to step out and into the attic of Sarah Jane's house. They had discovered that the woman from UNIT, one Tia Karim, had joined forces with the Shansheeth in an effort to seize the TARDIS. The Shansheeth had wished to use the box to go back in time, save the lives of the many people whose funerals they had overseen. They wanted to end the suffering of the families who lost their loved ones. Tia had simply wanted to leave Earth, claiming there was nothing left for her there. After the trap had been set and sprung, they'd only needed someone who had seen the TARDIS key to use the Memory Weave to recreate it, giving them access to the time travel technology. They'd created a whole elaborate story that the last of the Time Lords had died on some odd planet, saving children, and that their bodies had been brought to Earth for a funeral. Sarah Jane and Jo, of course, had doubted and been wary of it from the beginning, and rightly so.

The Professor glanced back, watching as Jo walked around the console, smiling fondly at the old machine before she shut the door and walking back over to the console.

"Still the same old TARDIS," Jo remarked, "Doesn't matter what's changed. Still smells the same…" she inhaled, "Nope. Gotta say goodbye or else I'd stay with you forever. Besides, I probably couldn't keep up anymore. Get both of you into trouble with the Time Lords."

The Doctor looked down and the Professor took his hand in her own. He smiled back at her before clearing his throat, "Yeah, we probably better go…you know me, stuff to do."

"It's daft though, 'cos we were both saying," Sarah Jane turned to him, "We had this theory that, if you ever die, we'd feel it somehow, we'd just know. That's silly, isn't it?"

"I don't know. Maybe not, 'cos between you and me, if that day ever comes I think the whole Universe might just shiver…" he fell silent a moment.

"Boo!" the Professor shouted, making them jump and her laugh, "Sorry, I couldn't resist."

They laughed, Sarah Jane shaking her head, "You two are a pair!"

They smiled at each other before moving to hug his former Companions, watching as they stepped out of the TARDIS with a final look back, before turning to the console.

"We do make quite the pair, don't we?" the Professor mused.

He just smiled at her, "The best," before pulling a lever, sending them off.

To be continued...in...Remembrance!

* * *

**Notes for the Chapter:**

> Thus ends Revitalization, so sad :( 
> 
> Just a little note, I don't have any set plans to write a prequel series of the Doctor and Professor before the war. I'm definitely keeping it in the back of my mind though, but as of yet, no real plans to write one out...I'll probably revisit the idea and think on it again once the series is completely done and go from there :)


End file.
